TCR_Public/111005.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

          Wednesday, October 5, 2011, Vol. 15, No. 276

                            Headlines

315 UNION: Bob Winston Buys Hotel Indigo Operation for $14 Mil.
ABITIBIBOWATER INC: S&P Raises Corporate Credit Rating to 'BB-'
ALEXANDER GALLO: Seeks to Employ KCC as Claims & Noticing Agent
AMBAC FINANCIAL: PFRS Appeals Amended Securities Order
AMBAC FINANCIAL: Court OKs NY Finance Dept. Settlement

AMBAC FINANCIAL: Wins Nod for Brattle Group as Consultant
AMERICAN TOWER: S&P Assigns 'BB+' Rating to $500-Mil. Sr. Notes
ASSOCIATED MATERIALS: S&P Affirms 'B', Gives Negative Outlook
AVIS BUDGET: S&P Affirms B+ Corp. Credit Rating; Outlook Stable
BARNES BAY: Viceroy Resort Creditors May Sue, Appoint Liquidator

BERNARD L. MADOFF: Has $312-MM for 1st Distributions to Victims
BLACK ELK: S&P Affirms 'B-' Corp. Credit Rating; Outlook Stable
BLACK MOUNTAIN: Case Summary & 20 Largest Unsecured Creditors
BORDERS GROUP: Wins Approval of Carl Hogan Settlement
BORDERS GROUP: AP Services' H. Etlin to Take More Posts

CCB INVESTORS: Seeks to Employ Susan D. Lasky as Counsel
CELL THERAPEUTICS: Has $4.5 Million Net Loss in August
CENTAUR LLC: Emerges From Ch. 11 as Clairvest Assumes Ownership
CENTER COURT: Rocky Ortega Hiring Denied, Not Disinterested
CHEF SOLUTIONS: Files for Chapter 11 Bankruptcy in Delaware

CHEF SOLUTIONS: Case Summary & 20 Largest Unsecured Creditors
CHINA DU KANG: Amends Annual and Quarterly Financial Reports
CIRCLE STAR: Posts $3.6 Million Net Loss in July 31 Quarter
COMMONWEALTH BANKSHARES: Net Recovery From Bank Not Yet Known
COMPASS GROUP: S&P Assigns 'BB-' Rating to $500-Mil. Financing

COMMUNITY TOWERS: San Jose Office Building Files for Chapter 11
CORUS BANKSHARES: PBGC Takes Over Pension Plan
CORUS BANKSHARES: Wins Confirmation, Crams Down Plan on FDIC
C.W. MINING: High Court Denies Hearing on Chapter 7 Appeal
DAVE & BUSTER'S: S&P Affirms 'B-' Corporate Credit Rating

DECORATOR INDUSTRIES: Curtain Maker Files for Chapter 11
EBEN-EZER CORPORATION: Case Summary & Creditors List
ENDURANCE INT'L: S&P Assigns Prelim. 'B' Corporate Credit Rating
EVERGREEN SOLAR: Taps Klehr Harrison as Conflicts Counsel
EZENIA! INC: Delists From OTCBB; In Ch. 11 Due to Debts

EZENIA! INC: Case Summary & 20 Largest Unsecured Creditors
FONAR CORP: Reports $3.31 Million Net Income in Fiscal 2011
GBB4, INC.: Case Summary & 10 Largest Unsecured Creditors
GENERAL MOTORS: S&P Puts 'BB+' Rating on Watch Positive
GEOKINETICS HOLDINGS: Moody's Cuts CFR to Caa2; Outlook Negative

GRACEWAY PHARMACEUTICALS: Judge to Set Auction Rules on Oct. 17
GRACEWAY PHARMACEUTICALS: Judge Clears $6MM DIP Loan to Fund Sale
GSI GROUP: S&P Puts 'B' Corp. Credit Rating on Watch Positive
GTP INC.: Case Summary & 4 Largest Unsecured Creditors
HEALTHSPRING INC: Moody's Affirms 'Ba3' Senior Secured Rating

HUSSEY COPPER: Wins Interim Approval for $35 Million DIP Loan
ICONIX BRAND: S&P Affirms 'B+' Corporate; Outlook Positive
IMPLANT SCIENCES: DMRJ Extends Credit Agreement to March 2012
INNKEEPERS USA: Cerberus Gives Reasons for Ending $1.12BB Purchase
INNKEEPERS USA: Committee to Intervene in Cerberus Suit

INTERSIL CORP: S&P Affirms 'BB-' Corporate Credit Rating
KIEBLER RECREATION: Trustee Can Tap Jones Lang as Banker/Broker
LAKE LAS VEGAS: Credit Suisse Sues Investors to Recover Losses
LITHIUM TECHNOLOGY: T. Kremers Retires as CEO; Koster Takes Over
LOS ANGELES DODGERS: Disagree With Judge on Discovery Limitations

LOS ANGELES DODGERS: Retired Judge to Mediate Dodgers, MLB
LOS ANGELES DODGERS: Oct. 31 Hearing on Bid to Sell TV Rights
LV KAPOLEI: Court OKs Stipulation for KBP's Claim, Case Dismissal
MARCO POLO: Banks Try to Kick Bankruptcy Out of US Court
MARMC TRANSPORTATION: Plan Outline Hearing Scheduled for Nov. 18

MAYSVILLE INC: Can Employ Pardo & Gainsburg as Special Counsel
MAYSVILLE INC: U.S. Trustee Unable to Appoint Creditors' Panel
MAYSVILLE INC: Hires Sebastian Jaramillo as Tenant Counsel
MEDCORP INC: Bank Sues Co-Founder et al. for Hiding Money
MEDIA GENERAL: Moody's Downgrades CFR to B3; Outlook Negative

MENDOCINO COAST: S&P Cuts Underlying Rating on GO Bonds to 'CC'
METRPOLITAN HEALTH: S&P Affirms BB+ Rating on Series 2005A Bonds
MICROBILT CORP: Wins OK to Hire Sherman Silverstein as Attys.
MICROSEMI CORP: S&P Affirms 'BB-' Corporate Credit Rating
MORGAN'S FOODS: KFC Pre-Negotiation Pact Extended to Oct. 31

MOUNT SINAI: Fitch Raises Rating on Revenue Bonds From 'BB+'
MSR RESORT: MetLife, Midland Oppose Settlement Deal With Singapore
NCI BUILDING: S&P Affirms B Corp. Credit Rating; Outlook Stable
NEBRASKA BOOK: Says Confirmation May Not Be in October
NEWPAGE CORP: Committee Aims to Keep Liens Off Free Assets

NEWPAGE CORP: Committee Objects to Debtor-In-Possession Financing
NIELSEN HOLDINGS: S&P Affirms Corporate Credit Rating at 'BB-'
NO FEAR: SK Continues as NFMX Attorney Post-Sale
OMNICITY INC: Files for Chapter 11 Bankruptcy Protection
ORAGENICS INC: Registers 500,000 Common Shares Under Option Plan

PALM DRIVE: S&P Raises Underlying Rating GO Bonds to 'CC'
PALM HARBOR: Files Schedules of Assets and Liabilities
PALMAS COUNTRY: Court Confirms Plan of Reorganization
PAPERWORKS INDUSTRIES: S&P Assigns 'B' Corporate Credit Rating
PENINSULA HOSPITAL: Section 341 Meeting Scheduled for Oct. 26

PENINSULA HOSPITAL: Wants to Pay Critical Vendors' Claims
PIEDMONT CENTER: Court Okays Stubbs & Perdue as Bankr. Attorneys
PILGRIM'S PRIDE: Ordered to Pay $26 Million for Price Manipulation
PJCOMN ACQUISTION: Has Green Light to Pay Wages to 1,200 Workers
PJ FINANCE: Disclosure Statement Hearing Scheduled for Nov. 7

PLATINUM PROPERTIES: Seeks Approval of $625,000 DIP Facility
PLATINUM PROPERTIES: Seeks Approval of Cash Collateral Stipulation
PROGRESSIVE WASTE: S&P Affirms 'BB+' Corporate Credit Rating
REAL MEX RESTAURANTS: Files for Chapter 11 to Sell Business
REAL MEX RESTAURANTS: Case Summary & 20 Largest Unsec. Creditors

RESEDA PROPERTIES: Voluntary Chapter 11 Case Summary
RIVIERA HOLDING: Sells Casino to Monarch for $76 Million
SABRA HEALTH: S&P Upgrades Corporate Credit Rating to 'B+'
SAFENET INC: S&P Affirms 'B' Corp. Credit Rating; Outlook Stable
SANDRIDGE ENERGY: S&P Lowers Corporate Credit Rating to 'B'

SANJIV CHOPRA: Files for Chapter 11 Reorganization
SAWMILL GATEHOUSE: U.S. Trustee Appoints Creditors Committee
SCOTTO RESTAURANT: Section 341(a) Meeting Scheduled for Nov. 17
SCRANTON, PENN: S&P Cuts General Obligation Debt Rating to 'BB-'
SHASTA LAKE: Can Use Bank of America Cash Collateral Until Nov. 30

SINOTECH ENERGY: Gets Notice of Additional Deficiency From NASDAQ
SMC ELECTRICAL: Voluntary Chapter 11 Case Summary
STANDARD STEEL: S&P Raises Corporate Credit Rating to 'B+'
STILLWATER MINING: S&P Affirms 'B' Corporate Credit Rating
STOCKTON PUBLIC: S&P Lowers Rating on Revenue Bonds to 'B'

STRATEGIC AMERICAN: Completes Purchase of SPE Navigation
TEEKAY CORP: S&P Puts 'BB' Corp. Credit Rating on Watch Negative
TOWER INTERNATIONAL: S&P Affirms 'B+' Corporate Credit Rating
TWIN CITY BAGEL: Bagel Makers File for Chapter 11 in Minnesota
URBAN BRANDS: Liquidating Plan Outline Approved by Judge

UTGR INC: Judge Votolato Closes Chapter 11 Bankruptcy Case
W3 HOLDINGS: S&P Assigns 'B-' Corporate Credit Rating
WINDRUSH SCHOOL: Files for Chapter 11 Bankruptcy Protection
WOLF MOUNTAIN: Kirton & McConkie Withdraws as Special Counsel
WORLD SURVEILLANCE: Posts $2.5 Million Net Loss in Second Quarter

YELLOWSTONE MOUNTAIN: Resort's Plan Reinstated After Appeal
ZOGENIX INC: Scale Venture Discloses 8.2% Equity Stake
ZOGENIX INC: Clarus Lifesciences Holds 14.7% Equity Stake

* IRS, Like Everyone Else, Can't Foreclose FCC License
* Negligent Infliction of Distress Can Be Dischargeable

* Sam Alberts Joins SNR Denton's Bankruptcy Practice as Partner

* Upcoming Meetings, Conferences and Seminars



                            *********



315 UNION: Bob Winston Buys Hotel Indigo Operation for $14 Mil.
---------------------------------------------------------------
Bobby Allyn, writing for The Tennessean, citing records from
Davidson County property, reports that Bob Winston, president of
Winston Hospitality in Raleigh, North Carolina, bought a Hotel
Indigo operation -- a boutique hotel on Union Street downtown --
for $14 million in a bankruptcy sale.

According to the report, that Hotel Indigo location, a $30 million
investment that struggled amid the recession, sold its property
and building for $11.8 million, and the remaining sum was
attributable to the hotel's business operations, confirmed Robert
Waldschmidt, the sale's trustee.

The report says the hotel's former property owner, 315 Union
Street Holdings LLC, filed for Chapter 11 bankruptcy protection in
December in an effort to broker a deal with Branch Banking & Trust
of Atlanta to restructure a troubled loan.  A deal was never
reached.

                  About 315 Union Street Holdings

315 Union Street Holdings, LLC, filed for Chapter 11 bankruptcy
protection (Bankr. M.D. Tenn. Case No. 10-13106) on Dec. 3, 2010.
According to its schedules, the Debtor had $13,162,646 in total
assets and $25,484,852 in total debts as of the Petition Date.
Steven L. Lefkovitz, Esq., of Lefkovitz & Lefkovitz, serves as
bankruptcy counsel to the Debtor.

Affiliate Union Street Plaza Operations, LLC, dba Hotel Indigo
Nashville-Downtown, also based in Mount Juliet, Tenn., filed for
Chapter 11 bankruptcy (Bankr. M.D. Tenn. Case No. 10-13107) on the
same day.  Mr. Lefkovitz serves as counsel to the Debtor.  In its
petition, the Debtor scheduled assets of $1,021,971 and debts of
$17,696,245.

Bankruptcy Judge Keith M. Lundin approved the appointment of
Robert H. Waldschmidt, Esq., at Howell & Fisher, PLLC, as Chapter
11 trustee to oversee the bankruptcy estate of Union Street Plaza,
effective Dec. 16, 2010.  Branch Banking and Trust Company, a
secured creditor, requested for a Chapter 11 trustee, citing that
the appointment will prevent further loss to the estate.


ABITIBIBOWATER INC: S&P Raises Corporate Credit Rating to 'BB-'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term corporate
credit rating on AbitibiBowater Inc. (ABI) to 'BB-' from 'B+'. The
outlook is stable.

"At the same time, we raised our issue-level rating on ABI's
secured debt to 'BB-' from 'B+'. The recovery rating is unchanged
at '3', reflecting what we consider meaningful (50%-70%) recovery
in a default scenario," S&P stated.

"We base the upgrade on our opinion of ABI's improving
profitability and recent reduction in debt,' said Standard &
Poor's credit analyst Jatinder Mall.

"The ratings on ABI reflect what Standard & Poor's views as the
company's strong market position in the North American newsprint,
and uncoated and coated papers sectors; a considerably improved
cost structure; and significantly lower debt levels and fixed
charges after emerging from bankruptcy. These strengths are
somewhat offset, in our opinion, by the secular decline demand in
North America for a number of the company's paper products, the
inherent volatility in pulp and paper prices, and ABI's exposure
to the cyclical U.S. housing construction market through its wood
products business," S&P stated.

ABI is North America's largest newsprint producer, with about 3
million metric tons of operating capacity. The company also
produces a wide range of commercial printing and packaging papers,
market pulp, and wood products. It owns or operates 19 pulp and
paper mills and 24 wood products facilities in the U.S., Canada,
and South Korea.

"The stable outlook on ABI reflects our view that, despite lower
demand for newsprint, prices should remain stable in the near term
and the company will continue to generate positive free cash
flows. We expect ABI to use some of the excess cash to pay down
debt and leverage to improve further from current levels. We could
lower the ratings if a greater-than-expected decline in paper
demand combined with newsprint prices below $575 per ton, leading
to leverage above 4.5x or a change in financial policy, leads to
an aggressive financial risk profile. An upgrade in the near term
is limited given the company's business risk profile," S&P stated.


ALEXANDER GALLO: Seeks to Employ KCC as Claims & Noticing Agent
---------------------------------------------------------------
Alexander Gallo Holdings, LLC and its 10 affiliated debtors seek
authority from the U.S. Bankruptcy Court for the Southern District
of New York to employ Kurtzman Carson Consultants LLC as their
claims and noticing agent.

Among other things, KKC will:

     * Serve as the Court's noticing agent to mail notices to the
       estates' creditors and parties-in-interest;

     * Provide computerized claims, objection, and balloting
       database services;

     * Maintain an official copy of the Debtors' schedules of
       assets and liabilities and statements of financial
       affairs, listing the Debtors' known creditors and the
       amounts owed to them;

     * Maintain the Claims Register for public examination
       without charge during regular business hours;

     * Provide and maintain a website where parties can, at no
       charge, view claims filed, the status of claims, and
       pleadings or other documents filed with the Court by the
       Debtors;

     * Provide expertise, consultation, and assistance in claim
       and ballot processing and other administrative
       information; and

     * Provide disbursement services with respect to the Debtors'
       bankruptcy cases, if requested.

KCC will be paid its customary rates and reimbursed for reasonable
out-of-pocket expenses.

If the Debtors require services that are unusual or beyond the
normal business practices of KCC, or are otherwise not provided
for in the agreed-upon fee structure between the parties, the cost
of these services will be charged at a competitive rate.

Where total fees and expenses are expected to exceed $10,000 in
any single month, KCC may require advance payment from the Debtors
due and payable upon demand and before the performance of
services.  If any amount is unpaid as of 30 days from the receipt
of invoice, the Debtors also agree to pay a late charge,
calculated as 1-1/2% of the total amount unpaid every 30 days.

Before the Petition Date, the Debtors paid KCC a $25,000 retainer.
The Debtors have also agreed to certain indemnification and
contribution obligations.

The Debtors believe that KCC neither holds nor represents any
interest materially adverse to the Debtors' estates on matters for
which it is to be retained or employed and that the Firm is a
"disinterested person" as defined in Section 101(14), as modified
by Section 1107(b), of the Bankruptcy Code.

                  About Alexander Gallo Holdings

Marietta, Georgia-based Alexander Gallo Holdings LLC --
http://www.alexandergalloholdings.com-- is the largest full
service, IT-enabled court reporting and litigation support
services company in the United States.  AGH offers court
reporting, litigation support, trial software and other similar
services and has the only true national footprint in its market,
with roughly 55 offices located throughout the United States, and
a preferred provider network which serves as an extension of
Alexander Gallo's geographic reach.  Founded in 1999 by Alexander
J. Gallo, a former court reporter, AGH has made 18 acquisitions
since 2003.  Mr. Gallo has remained as CEO.

AGH, along with affiliates, filed for Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 11-14220) on Sept. 7, 2011.
Prepetition Alexander Gallo signed a deal to sell the business via
11 U.S.C. Sec. 363 to Bayside Capital Inc. absent higher and
better offers.

Alexander Gallo disclosed assets of $208 million and debt totaling
$258 million as of June 30, 2011.  Liabilities include $47 million
on a first-lien revolving credit and term loan where Wells Fargo
Bank NA is agent.  In addition to the second-lien debt held by
Bayside, there is $33 million in junior unsecured subordinated
notes owing to Harvest Equity Partners LLC plus another $148
million in junior unsecured subordinated notes owing to insider
Gallo Holdings LLC.

Bayside is providing $20 million in financing for the Chapter 11
effort.  The new loan will have a first priority lien on
unencumbered assets and a lien behind the first-lien debt.

Bankruptcy Judge Allan J. Gropper presides over the case.  Thomas
R. Califano, Esq., Jeremy R. Johnson, Esq., Esq., and Daniel G.
Egan, Esq., at DLA Piper LLP (US), in New York, serve as the
Debtors' general counsel.  Squire, Sanders & Demsey (US) LLP
serves as the Debtor's corporate counsel.  The Debtors' financial
advisor is Gordian Group, LLC.  Kurtzman Carson Consultants LLC
serves as the Debtor's claims agent.


AMBAC FINANCIAL: PFRS Appeals Amended Securities Order
------------------------------------------------------
Police and Fire Retirement System of the City of Detroit filed a
notice of appeal with the U.S. District Court for the Southern
District of New York from Judge Shelley C. Chapman's
September 13, 2011 amended order approving the stipulation of
settlement resolving certain securities actions against Ambac
Financial Group, Inc.

Judge Chapman had entered an amended order approving a $27 million
settlement resolving certain securities and derivative actions
against Ambac Financial Group, Inc.  The resolved actions were
filed in 2008 by purchasers of the Debtor's common stock and the
Debtor's shareholders.

Judge Chapman signed on Sept. 23, 2011, a modified bench decision
approving the stipulation of settlement and insurer agreement
resolving certain securities class actions against Ambac
Financial.

The original decision was dictated by Judge Chapman on the record
of the hearing held on September 12, 2011.  Thus, the Sept. 12
decision has been modified to include full citations and defined
terms, and reflects minor additional non-substantive
modifications.

A full-text copy of the modified Bench Decision is available for
free at http://bankrupt.com/misc/Ambac_Sept23BenchDecision.pdf

                       About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel.  The Blackstone Group LP is the Debtor's
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and notice agent.  KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.

Bankruptcy Creditors' Service, Inc., publishes Ambac Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMBAC FINANCIAL: Court OKs NY Finance Dept. Settlement
------------------------------------------------------
Bankruptcy Judge Shelley Chapman authorized Ambac Financial Group,
Inc. to enter into a settlement agreement resolving the $116.8
million claim filed by City of New York Finance Department.

The tax claim is deemed allowed as an unsecured priority claim
under Section 507(a)(8) of the Bankruptcy Code for $3,233,611 and
the balance of the Tax Claim is disallowed.

The Debtor is permitted to make an immediate cash payment of
$2,000,000 to the City and surrender overpayment carry forward
tax credits in the amount of $1,233,611 in full and final
satisfaction of the Tax Claim and any and all tax liability of
the Debtor and the Ambac Combined Group for the period from
January 1, 2000 to December 31, 2010.

In December 2010, the City filed Claim No. 4 asserting that the
Debtor owes it $116,817,949, comprised of $77,940,995 in
principal for general corporation tax and $38,876,954 in interest
thereon for the tax years commencing on January 1, 2000, and
ending on December 31, 2010.

The Debtor disputes that it is liable for the taxes and interest
giving rise to the Tax Claim.  The Debtor, however, recognizes
that the failure to settle the Tax Claim may severely prejudice
its ability to confirm its plan of reorganization.

"By settling the Tax Claim, the Debtor can avoid the expense of
litigation, the associated delay to its plan confirmation
schedule and the risk that the Tax Claim may be allowed in full
and given priority status and thus impose an impediment to a
successful restructuring," Peter A. Ivanick, Esq., at Dewey &
LeBoeuf LLP, in New York, tells the Court.

Pursuant to the Settlement Agreement, the Tax Claim would be
allowed as an unsecured priority claim under Section 507(a)(8) of
the Bankruptcy Code for $3,233,611.  The Debtor would immediately
remit $2,000,000 in cash and surrender $1,233,611 in overpayment
carry forward tax credits in full and final satisfaction of the
Tax Claim.

The Settlement Agreement fully, finally, and forever resolves,
discharges and settles any and all general corporation tax
liabilities of the Debtor and certain of its direct and indirect
subsidiaries for the period January 1, 2000, to December 31,
2010.

A full-text copy of the Settlement Agreement is available for
free at http://bankrupt.com/misc/Ambac_NYClaimSettlement.pdf

                       About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel.  The Blackstone Group LP is the Debtor's
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and notice agent.  KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.

Bankruptcy Creditors' Service, Inc., publishes Ambac Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMBAC FINANCIAL: Wins Nod for Brattle Group as Consultant
---------------------------------------------------------
Ambac Financial Group, Inc., sought and obtained permission from
the bankruptcy court to employ The Brattle Group, Inc., as its
consultant and possible expert witness, nunc pro tunc to July 22,
2011.

As the Debtor's consultant, Brattle will provide consulting
services and possible expert witness services to Dewey & LeBoeuf,
LLP, for the benefit of the Debtor, including, among other
things, on economic issues related to the tax treatment of
economic losses suffered by one of the Debtor's indirectly held
subsidiaries on certain CDS contracts.  Brattle will serve as
Dewey & LeBoeuf's consultant and possible expert witness with
respect to the adversary proceeding commenced by the Debtor
against the Internal Revenue Service and the Debtor's objection
to the IRS's Claims, each asserting a priority claim of
$807,243,827.

The Debtor will pay Brattle's professionals according to the
firm's customary hourly rates:

    Name/Title                            Rate per Hour
    ---------                             -------------
    Dr. Michael I. Cragg, Principal        $575
    Bin Zhou, Senior Consultant            $440
    Lisa Cameron, Senior Consultant        $395
    Associates                             $290 to $450
    Research Staff                         $200 to $325

Brattle will be reimbursed for all reasonable out-of-pocket
expenses incurred.

Dr. Michael I. Cragg, a principal at The Brattle Group, Inc., in
Cambridge, Massachusetts -- Michael.Cragg@brattle.com --
discloses that his firm is a "disinterested person," as the term
is defined under Section 101(14) of the Bankruptcy Code.


                       About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel.  The Blackstone Group LP is the Debtor's
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and notice agent.  KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.

Bankruptcy Creditors' Service, Inc., publishes Ambac Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMERICAN TOWER: S&P Assigns 'BB+' Rating to $500-Mil. Sr. Notes
---------------------------------------------------------------
Standard & Poor's assigned its 'BB+' issue-level rating and '3'
recovery rating to Boston-based wireless tower operator American
Tower Corp.'s (BB+/Stable/--) proposed senior unsecured notes
issuance of $500 million or greater. The company intends to use
the net proceeds to fund several pending acquisitions, including
Unison Holdings LLC, which owns property interests under about
1,800 communications sites, for an expected total consideration of
approximately $500 million including assumed debt. "While we
expect the acquisitions to provide additional EBITDA, even if no
EBITDA contribution is assumed in the calculation, debt will
increase only moderately, to the 5.5x area for the 12 months ended
June 30, 2011, including other transactions that closed after June
30, from 4.9x on a reported basis. This level of leverage remains
consistent with our financial risk assessment of 'aggressive' and
the current 'BB+' corporate credit rating," S&P stated.

Ratings List

American Tower Corp.
Corporate Credit Rating   BB+/Stable/--

New Ratings

American Tower Corp.
Senior Unsecured nts      BB+
   Recovery Rating         3


ASSOCIATED MATERIALS: S&P Affirms 'B', Gives Negative Outlook
-------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Cuyahoga Falls, Ohio-based Associated Materials LLC to negative
from stable. At the same time, Standard & Poor's affirmed its
ratings on the company, including the 'B' corporate credit rating.

"The rating outlook revision reflects our view that Associated
Materials likely will continue to underperform our operating
expectations, given a slower recovery in new construction and
lower repair and remodeling spending than we had previously
anticipated," said Standard & Poor's credit analyst Megan
Johnston.

Standard & Poor's economists have revised their housing starts
forecast to 600,000 in 2011 and 670,000 in 2012, down from their
estimates earlier this year of 670,000 and 1 million,
respectively. Moreover, repair and remodeling spending in 2011
will likely be flat or slightly down compared with 2010.
Previously, Standard & Poor's had expected spending growth of 3%-
5%.

"Credit measures for the next several quarters will likely be weak
for the 'B' rating," Ms. Johnston added. The 'B' corporate credit
rating on Associated Materials reflects the combination of the
company's weak business risk profile and highly leveraged
financial risk profile. Associated Materials is a leading,
vertically integrated manufacturer and North American distributor
of exterior residential building products.


AVIS BUDGET: S&P Affirms B+ Corp. Credit Rating; Outlook Stable
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings, including
the 'B+' corporate credit rating, on Parsippany, N.J.-based car
renter Avis Budget Group Inc. (Avis Budget) and removed them from
CreditWatch, where S&P placed them with negative implications on
June 14, 2011, when the company announced it had reached an
agreement to acquire U.K.-based car renter Avis Europe PLC.

"The affirmation reflects the combined entity's stronger global
competitive position and our expectation that its credit metrics
will remain relatively consistent, with higher revenues, earnings,
and cash flow offsetting the incremental debt," said Standard &
Poor's credit analyst Betsy Snyder.

The acquisition will increase Avis Budget's global operations (it
had operated primarily in North America). Avis Europe is a major
car rental participant in Europe and has operations in China and
India -- both growing markets. Avis Budget has indicated it
expects annual operating synergies of more than $30 million. The
company funded the equity purchase price of approximately $1
billion and the repayment of certain Avis Europe debt through a
combination of existing cash and incremental debt. Avis Budget's
operating and financial performance have been improving since
2009, with the company's operating margin (after depreciation) at
15% for the 12 months ended June 30, 2011 -- double the level of
two years earlier. The company's operating performance has
benefited from higher revenues due to increased transaction
volume, lower net vehicle costs due to strong used car prices, and
nonvehicle cost reduction programs. "We expect some margin erosion
due to addition of Avis Europe, with the operating margin (after
depreciation) declining to the low-teen percent area. As a result,
despite the incremental debt, we expect Avis Budget's credit
metrics to remain relatively consistent, with EBITDA interest
coverage of around 4x and funds from operations (FFO) to debt
around 20% through 2012. If economic conditions are weaker than we
expect, Avis Budget has the ability to curtail capital spending to
meet reduced demand by allowing its fleet to age and keeping
vehicles for longer periods of time. On Sept. 14, 2011, Avis
Budget withdrew its bid to acquire U.S. car renter Dollar
Thrifty Automotive Group Inc. (DTAG), leaving Hertz Global
Holdings Inc. as the sole bidder now for DTAG and the likely
acquirer if DTAG is, indeed, ultimately acquired," S&P stated.

The outlook is stable. "We expect Avis Budget's credit metrics to
remain relatively consistent over the next two years as the
company integrates Avis Europe's operations," Ms. Snyder
continued. "We expect combined increased revenues, earnings, and
cash flow to offset the incremental acquisition debt. We could
raise the ratings if benefits from the integration exceed our
expectations and are realized over the next 12-18 months,
resulting in the adjusted operating margin (after depreciation)
improving to greater than 15% over a sustained period. However, we
consider this scenario unlikely within the next year. We also
believe a ratings downgrade is unlikely, but we could take such an
action if industry conditions weaken and integration benefits are
not realized, causing the operating margin (after depreciation) to
decline to below 10% on a sustained basis."


BARNES BAY: Viceroy Resort Creditors May Sue, Appoint Liquidator
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that creditors of Viceroy Anguilla Resort & Residences on
Anguilla in the British West Indies can sue the resort's owner as
the result of an order the bankruptcy judge in Delaware signed
Oct. 3.  Creditors also can request that the court in Anguilla
appoint a liquidator or receiver under local law.

Mr. Rochelle relates that the action on Oct. 3 resulted from a
motion filed by an individual who made a deposit to buy a unit in
the then-unfinished resort. Rather than dismiss the case entirely,
According to the report, U.S. Bankruptcy Judge Peter J. Walsh in
effect terminated the automatic bankruptcy stay and is allowing
creditors to sue.  As a result, those who made deposits can use
the court in Anguilla to enforce whatever rights they have against
the property.  Purchasers ended up as unsecured creditors in the
bankruptcy case because their deposits weren't held in escrow.
Previously, Judge Walsh allowed the secured creditor Starwood
Capital Group LLC to foreclose when he ruled that the resort's
proposed Chapter 11 plan improperly discriminated between
different categories of purchasers who made deposits.

                          About Barnes Bay

Beverly Hills, California-based Barnes Bay Development Ltd., owns
the Viceroy Anguilla Resort & Residences on the British West
Indies island of Anguilla.  Barnes Bay and two affiliates filed
for Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No.
11-10792) on March 17, 2011, to facilitate the sale of the resort.
Barnes Bay disclosed $3,331,282 in assets and $481,840,435 in
liabilities as of the Chapter 11 filing.

Akin Gump Straus Hauer & Feld LLP is the Debtors' bankruptcy
counsel, and Keithley Lake & Associates is the Debtors' special
Anguillan counsel.  Kurtzman Carson Consultants LLC is the
Debtors' claims, noticing, solicitation and balloting agent.

The U.S. Trustee appointed five members to the official committee
of unsecured creditors in the Debtors' cases.  Brown Rudnick LLP
serves as the Committee's co-counsel, and Womble Carlyle Sandridge
& Rice, PLLC, as its Delaware co-counsel.  C.R. Hodge & Associates
is the Committee's foreign counsel.  FTI Consulting, Inc., serves
as the Committee's financial advisors.

U.S. Bankruptcy Judge Peter J. Walsh in Delaware in September said
that he wouldn't approve the resort's reorganization plan because
it unfairly discriminated among creditors who put down deposits to
buy units.  Barnes Bay has not filed a revised plan.

Starwood Capital Group LLC was the winner of a July auction to
determine who would sponsor the reorganization plan.  It called
for Starwood to assume ownership on account of its $370 million
secured claim.  When the plan failed, Starwood took ownership
through foreclosure.


BERNARD L. MADOFF: Has $312-MM for 1st Distributions to Victims
---------------------------------------------------------------
Irving H. Picard, the SIPA Trustee for the liquidation of Bernard
L. Madoff Investment Securities LLC disclosed that the first pro
rata interim distribution of $312 million in recovered monies from
the BLMIS Customer Fund to BLMIS customers, whose claims have been
allowed by the Trustee, will commence on Wednesday, October 5,
2011.

"This initial distribution is the first return of stolen funds to
Madoff's defrauded customers," said Mr. Picard.  "Significant,
additional funds -- currently unavailable for distribution due
primarily to appeals -- will ultimately be returned to their
rightful owners, as well as future monies yet to be recovered.
The need among many Madoff customers is urgent, and we are working
to expedite these distributions."

On May 4, 2011, the Trustee filed a motion -- approved by the
United States Bankruptcy Court for the Southern District of New
York on July 12, 2011 -- to allocate $2.6 billion of recovered
monies to the BLMIS Customer Fund and to make an initial, interim
distribution of approximately $272 million from the Customer Fund.
Since then, additional settlements allow the Trustee to increase
the initial interim distribution to approximately $312 million on
claims relating to 1,230 accounts, or about 4.6 percent of losses
incurred by customers with allowed net equity claims (up from 4.08
percent).  Because the Trustee sought approval in the motion to
distribute additional recoveries, further court approval is not
needed to distribute the increased amounts.

In the 33 months since his appointment, the Trustee has recovered
or entered into agreements to recover approximately $8.694
billion, representing 50 percent of the approximately $17.3
billion in principal estimated to have been lost in the Ponzi
scheme by customers who filed claims.  These recoveries exceed
prior restitution efforts related to Ponzi schemes, in terms of
dollar value and percentage of stolen funds recovered.

Of those recoveries, however, significant amounts cannot be
allocated to the Customer Fund or distributed to customers with
allowed claims because of appeals or the timing of payment of
certain settlement monies.  Most notably, two claimants have
separately appealed the most significant settlement obtained by
the Trustee to date -- the $5 billion settlement with the estate
of Jeffry Picower -- and those monies cannot be allocated to the
Customer Fund or distributed to customers until the appeals are
resolved.

Other funds held in reserve include a $220 million settlement with
the Levy family, which is currently under appeal, and
approximately $52 million relating to settlement reserves and
other matters.

Of the remaining approximately $2.397 billion available for
distribution to customers with allowed claims, approximately
$1.652 billion cannot be distributed until the net equity issue is
finally resolved.  In August, the United States Court of Appeals
for the Second Circuit upheld the Trustee's determination
regarding the calculation of net equity and rejected the use of
the fictitious November 2008 BLMIS statements in determining the
value of claims.  Several parties requested that the Second
Circuit rehear the matter.  The parties may also seek review of
the decision by the United States Supreme Court.

Of the remaining $745 million available for distribution to
customers, $433 million cannot be distributed at this time because
of ongoing litigation.

"While we cannot predict the timing of rulings on these appeals,
we maintain that the appeals of the Picower and other settlements
are frivolous and will be dismissed, at which point the Trustee
will immediately seek the Court's permission to allocate the more
than $5 billion in recovered funds to the Customer Fund and
distribute those funds as quickly as possible," said David J.
Sheehan, counsel to the Trustee and a partner at Baker & Hostetler
LLP, the court-appointed counsel to the Trustee.

"The Second Circuit's recent ruling upholding the Trustee's net
equity definition was a major victory for customers with allowed
claims," he added, "however, until all net equity appeals are
resolved, we must still take a 'worst case' approach and calculate
payouts and reserves as if appellants had prevailed."

The initial, interim distribution was scheduled to commence on
September 30, 2011, but was delayed due to last week's opinion and
order, issued by Judge Rakoff of the United States District Court
for the Southern District of New York, regarding the Picard v.
Katz, et al. motion to dismiss.  The order had raised potential
issues regarding the distribution, which have since been resolved,
allowing the distribution to commence.

In addition to Mr. Sheehan, the Trustee acknowledges the
contributions of the Baker & Hostetler LLP attorneys who worked on
the distribution and related filings: Seanna Brown, Jacqlyn
Rovine, Thomas Wearsch, and Brian Bash.

                       About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.  On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the
customers of BLMIS are in need of the protection afforded by the
Securities Investor Protection Act of 1970.  The District Court's
Protective Order (i) appointed Irving H. Picard, Esq., as trustee
for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP
as his counsel, and (iii) removed the SIPA Liquidation proceeding
to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789)
(Lifland, J.).  Mr. Picard has retained AlixPartners LLP as claims
agent.

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The case is before Hon. Burton Lifland.  The
petitioning creditors -- Blumenthal & Associates Florida General
Partnership, Martin Rappaport Charitable Remainder Unitrust,
Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert
US$64 million in claims against Mr. Madoff based on the balances
contained in the last statements they got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).

The Chapter 15 case was later transferred to Manhattan.  In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.)

As of July 15, 2011, a total of US$6.88 billion in claims by
investors has been allowed, with US$794.9 million to be paid by
the Securities Investor Protection Corp.  Investors are expected
to receive additional distributions from money recovered by Mr.
Picard from lawsuits or settlements.


BLACK ELK: S&P Affirms 'B-' Corp. Credit Rating; Outlook Stable
---------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Black
Elk Energy Offshore Operations LLC to stable from negative. "At
the same time, we affirmed our 'B-' corporate credit rating on the
company. The 'B-' senior secured debt rating remains unchanged,"
S&P stated.

"The revised outlook is based on the company's stable operating
performance through the first half of 2011 and its maintenance of
adequate liquidity through its revolver availability and some cash
balances," said Standard & Poor's credit analyst Patrick Jeffrey.
"As of June 30, 2011, Black Elk had approximately $192 million of
funded debt outstanding. We expect Black Elk will generate
sufficient operating cash flow to fund most of its ongoing
capital expenditures and escrow obligations so as not to
materially increase debt leverage. While we expect Black Elk to
continue to pursue acquisitions to grow its reserve base, we
expect they will fund these acquisitions so as not to materially
affect liquidity."

"The ratings on Black Elk reflect the company's vulnerable
business risk profile due to its small reserve and production
base, very short reserve life, and acquisitive growth strategy. In
addition, we base our ratings on the company's geographically
concentrated reserves, production in the Gulf of Mexico region,
and its position in a highly cyclical, capital-intensive, and
competitive industry," S&P stated.


BLACK MOUNTAIN: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Black Mountain Recycling, LLC
          dba Black Mountain Recycling
        P.O. Box 40481
        Grand Junction, CO 81504

Bankruptcy Case No.: 11-33341

Chapter 11 Petition Date: October 2, 2011

Court: U.S. Bankruptcy Court
       District of Colorado (Denver)

Judge: Howard R. Tallman

Debtor's Counsel: Guy B. Humphries, Esq.
                  1801 Broadway, Suite 1100
                  Denver, CO 80202
                  Tel: (303) 832-0029
                  Fax: (303) 382-4165
                  E-mail: guyhumphries@msn.com

Estimated Assets: $100,001 to $500,000

Estimated Debts: $1,000,001 to $10,000,000

The Company's list of its 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/cob11-33341.pdf

The petition was signed by Jefferson Been, manager.


BORDERS GROUP: Wins Approval of Carl Hogan Settlement
-----------------------------------------------------
Borders Group Inc. and its affiliates obtained approval from the
U.S. Bankruptcy Court for the Southern District of New York of a
stipulation with Carl R. Hogan, granting the parties relief from
the automatic stay with respect to an action filed in the Pierce
County Superior Court in the state of Washington, and now on
appeal in Division II of the Washington State Court of Appeals.

On February 17, 2005, the City of Puyallup, Washington, filed a
Petition in Eminent Domain captioned City of Puyallup v. Carl R.
Hogan, et al., in Pierce County Superior Court in the State of
Washington.  The City sought to condemn portions of a shopping
center owned by Mr. Hogan in connection with a planned public
road widening and reconfiguration project, in which shopping
center "Borders" retail Store No. 417 was a tenant.

Mr. Hogan and the City entered into a stipulation whereby the
Pierce County Superior Court entered an order of immediate
possession and use in July 2007.  In June 2009, a jury awarded
Mr. Hogan a lump sum condemnation award of $5,150,000 following
the City's exercise of eminent domain.

In the Action, the Debtors asserted a right to a tenant's share
of that award, alleging negative impact on the value of Debtor
Borders, Inc.'s leasehold interest.  Thus, the Pierce County
Superior Court allocated $711,602 of the award to the Debtors,
and judgment was entered in July 2010 in the Action.

In July 2010, Mr. Hogan appealed the allocation decision in the
Action to the Washington State Court of Appeals.  In July 2010,
the Pierce County Superior Court granted Mr. Hogan leave to
deposit the sum of $938,129 in the registry of the state court
pending resolution of the Appeal, and suspended the running of
interest.  The Debtors cross-appealed the Pierce County Superior
Court's ruling insofar as it suspended the running of interest
pending resolution of the Appeal, but did not contest the
allocation decision.

Briefing in the Appeal has already been completed and no further
briefs are required, but oral argument has not yet been
scheduled.

Against this backdrop, the parties agreed to the modification of
the automatic stay to proceed with respect to the Action and
Appeal.  By entering into the Parties' Stipulation, the Debtors
are not waiving any defenses or affirmative claims at law or in
equity that they may assert in the Action or Appeal.  Neither the
Parties' Stipulation nor any negotiations and writings in
connection with the Parties' Stipulation will in any way be
construed as or deemed to be evidence of or an admission on
behalf of any Party regarding any claim or right that the Party
may have against the other Party in the Action or Appeal.

Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres & Friedman
LLP, in New York, assures the Bankruptcy Court that prosecution
and defense of the Parties' appeals will not constitute a
significant expense to the bankruptcy estates -- because the
Appeal has already been fully briefed, the bulk of the work to be
done in the Appeal has already been completed.

                       About Borders Group

Borders Group operated book, music and movie superstores and mall
based bookstores under the Borders, Waldenbooks, Borders Express
and Borders Outlet names, as well as Borders-branded airport
stores in the United States.  At Jan. 29, 2011, the Company
operated 639 stores in the United States and 3 in Puerto Rico.
The Company also operated a proprietary e-commerce Web site --
http://www.Borders.com/-- launched in May 2008, which included
both in-store and online e-commerce components.  As of Feb. 11,
2011, Borders employed a total of 6,100 full-time employees,
11,400 part-time employees, and roughly 600 contingent employees.

Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.

David M. Friedman, Esq., David S. Rosner, Esq., Andrew K. Glenn,
Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres &
Friedman LLP, in New York, serve as counsel to the Debtors.
Jefferies & Company's Inc. is the financial advisor.  DJM Property
Management is the lease and real estate services provider.  AP
Services LLC is the interim management and restructuring services
provider.  The Garden City Group, Inc., is the claims and notice
agent.

Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, serve as counsel to the DIP Agents.

Lowenstein Sandler represents the official unsecured creditors
committee for Borders Group.  Bruce S. Nathan and Bruce Buechler,
members of Lowenstein Sandlers' Bankruptcy, Financial
Reorganization & Creditors' Rights Group, are leading the team.

The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010

Borders is completing going-out-of-business sales that
began at all of its remaining locations in July. The creditors?
committee said before the liquidation began that Borders
expected to generate $252 million to $284 million in cash from
the sales. Borders is selling store leases separately. Borders
selected proposals by Hilco and Gordon Brothers to conduct going
out of business sales for all stores after no going concern offers
of higher value were submitted by the deadline.

Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Borders Group Inc., the United States' second
largest bookstore chain.  (http://bankrupt.com/newsstand/or
215/945-7000


BORDERS GROUP: AP Services' H. Etlin to Take More Posts
-------------------------------------------------------
Borders Group Inc. and its affiliates ask the bankruptcy court to
enter a proposed order allowing them to amend the terms of AP
Services, LLC's employment.

The Debtors specifically seek amendment of the engagement letter
with AP Services to authorize their appointment of Holly Felder
Etlin, senior vice president of Borders, to these positions:

  (A) As President of each of these entities:

       * Borders Group, Inc.
       * Borders, Inc.
       * Borders Direct, LLC
       * Borders International Services, Inc.
       * Borders Fulfillment, Inc.
       * Borders Online, Inc.
       * Borders Online, LLC

  (B) As the sole Director of these entities:

       * Borders, Inc.
       * Borders Direct, LLC
       * Borders International Services, Inc.
       * Borders Fulfillment, Inc.
       * Borders Online, Inc.
       * Borders Online, LLC

  (C) As a director of Kobo, Inc., in which the Debtors hold
      9.9% of the total outstanding shares.

The Debtors further propose to amend the Engagement Letter to
provide that Ms. Etlin will report to the Board of Directors of
Borders Group, Inc., but will not be appointed as a Director of
Borders Group, Inc.

In an accompanying declaration, Ms. Etlin disclosed that AP
Services would like to disclose an addendum to the Engagement
Letter, which provides that effective September 9, 2011, Ojas
Shah, a director of AlixPartners, LLP, was appointed as the Chief
Financial Officer and Treasurer of Borders, Group, Inc.  Prior to
joining AlixPartners, Mr. Shah served in various positions with
Barclays Capital Investment Banking Group, Bear Stearns
Investment Banking, and XRoads Solutions Group.

                       About Borders Group

Borders Group operated book, music and movie superstores and mall
based bookstores under the Borders, Waldenbooks, Borders Express
and Borders Outlet names, as well as Borders-branded airport
stores in the United States.  At Jan. 29, 2011, the Company
operated 639 stores in the United States and 3 in Puerto Rico.
The Company also operated a proprietary e-commerce Web site --
http://www.Borders.com/-- launched in May 2008, which included
both in-store and online e-commerce components.  As of Feb. 11,
2011, Borders employed a total of 6,100 full-time employees,
11,400 part-time employees, and roughly 600 contingent employees.

Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.

David M. Friedman, Esq., David S. Rosner, Esq., Andrew K. Glenn,
Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres &
Friedman LLP, in New York, serve as counsel to the Debtors.
Jefferies & Company's Inc. is the financial advisor.  DJM Property
Management is the lease and real estate services provider.  AP
Services LLC is the interim management and restructuring services
provider.  The Garden City Group, Inc., is the claims and notice
agent.

Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, serve as counsel to the DIP Agents.

Lowenstein Sandler represents the official unsecured creditors
committee for Borders Group.  Bruce S. Nathan and Bruce Buechler,
members of Lowenstein Sandlers' Bankruptcy, Financial
Reorganization & Creditors' Rights Group, are leading the team.

The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010

Borders is completing going-out-of-business sales that
began at all of its remaining locations in July. The creditors?
committee said before the liquidation began that Borders
expected to generate $252 million to $284 million in cash from
the sales. Borders is selling store leases separately. Borders
selected proposals by Hilco and Gordon Brothers to conduct going
out of business sales for all stores after no going concern offers
of higher value were submitted by the deadline.

Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Borders Group Inc., the United States' second
largest bookstore chain.  (http://bankrupt.com/newsstand/or
215/945-7000


CCB INVESTORS: Seeks to Employ Susan D. Lasky as Counsel
--------------------------------------------------------
CCB Investors Assets Management, LLC, seeks authority from the
U.S. Bankruptcy Court for the Southern District of Florida to
employ Susan D. Lasky, Esq. of the law firm Susan D. Lasky, PA, as
its counsel, nunc pro tunc to the Petition Date.

Ms. Lasky will:

     * advise the Debtor with respect to its powers and duties as
       a Debtor and the continued management of its business
       operations;

     * advise the Debtor with respect to its responsibilities in
       complying with the U.S. Trustee's Operating Guidelines and
       Reporting Requirements and with the rules of the Court;

     * prepare motions, pleadings, orders, applications,
       adversary proceedings, and other legal documents necessary
       in the administration of the case;

     * protect the interest of the Debtor in all matters pending
       before the Court; and

     * represent the Debtor in negotiation with its creditors in
       the preparation of a Plan.

The Debtor believes that neither Ms. Lasky nor the firm have any
connection with creditor or other partiers-in-interests or their
attorneys and that neither Ms. Lasky nor the firm represents any
interest adverse to the Debtor.  Counsel is disinterested as
required by Section 327(a) of the Bankruptcy Code.

Ms. Lasky can be contacted at:

          SUSAN D. LASKY, PA
          2101 North Andrews Avenue, Suite 405
          Wilton Manors, Florida 33311
          Tel: (954) 565-5854
          Fax: (954) 462-8411
          E-mail: Sue@SueLasky.com

Jupiter, Florida-based CCB Investors Assets Management, LLC, is in
the business of owning and renting 78 boat docks which are part of
a condominium consisting of 90 boat docks.  There are currently 31
leases for 33 boat slips.  The Company filed for Chapter 11
bankruptcy (Bankr. S.D. Fla. Case No. 11-32534) on Aug. 11, 2011.
Judge Erik P. Kimball presides over the case.  Susan D. Lasky,
Esq., at Susan D. Lasky, P.A., serves as the Debtor's counsel.
The petition was signed by Chris Baker, manager.  In its
schedules, the Debtor disclosed $16,227,164 in assets and
$6,845,325 in liabilities.

Secured lender Second Equities Corp. is represented in the case by
L.Louis Mrachek, Esq., at Page, Mrachek, Fitzgerald & Rose,
LI.P.A. LII.


CELL THERAPEUTICS: Has $4.5 Million Net Loss in August
------------------------------------------------------
Cell Therapeutics, Inc., provided information pursuant to a
request from the Italian securities regulatory authority, CONSOB,
pursuant to Article 114, Section 5 of the Unified Financial Act,
that the Company issue at the end of each month a press release
providing a monthly update of certain information relating to the
Company's management and financial situation.

The Company estimates a net loss attributable to common
shareholders of $4.58 million on $0 of revenue for the month ended
Aug. 31, 2011, compared with a net loss attributable to common
shareholders of $4.84 million on $0 of net revenue for the month
ended July 31, 2011.  A full-text copy of the press release is
available for free at http://is.gd/dbppy6

                      About Cell Therapeutics

Headquartered in Seattle, Washington, Cell Therapeutics, Inc.
(NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a
bi4opharmaceutical company committed to developing an integrated
portfolio of oncology products aimed at making cancer more
treatable.

The Company reported a net loss of $82.64 million on $319,000 of
revenue for the 12 months ended Dec. 31, 2010, compared with a net
loss of $82.64 million on $80,000 of total revenue during the same
period in 2009.

The Company's balance sheet at March 31, 2011 showed
$60.92 million in total assets, $43.11 million in total
liabilities, $13.46 million in common stock purchase warrants and
$4.35 million total shareholders' equity.

Marcum LLP, in San Francisco, Calif., expressed substantial doubt
about the Company's ability to continue as a going concern in its
audit reports for the financial statements for 2009 and 2010.  The
independent auditors noted that the Company has incurred losses
since its inception, and has a working capital deficiency of
approximately $14.2 million at Dec. 31, 2010.


CENTAUR LLC: Emerges From Ch. 11 as Clairvest Assumes Ownership
---------------------------------------------------------------
Marty McGee at Racing Daily Form reports that Centaur LLC emerged
from bankruptcy when its new owner, Clairvest of Canada, assumed
ownership.  The Company was in Chapter 11 bankruptcy since March
2010, owing largely to the hefty alternative-gaming fees the
company had to pay the state of Indiana starting in 2007.  The
company has since sold off assets to emerge from Chapter 11.

                         About Centaur LLC

Indianapolis, Indiana-based, Centaur, LLC, aka Centaur Indiana,
LLC -- http://www.centaurgaming.net/-- was involved in the
development and operation of entertainment venues focused on horse
racing and gaming.  The Company and its affiliates filed for
Chapter 11 bankruptcy protection on March 6, 2010 (Bankr. D. Del.
Case No. 10-10799).  Jeffrey M. Schlerf, Esq., at Fox Rothschild
LLP, assists the Company in its restructuring effort.  The Company
disclosed assets of $584 million and debt of $681 million as of
the Petition Date.

Affiliates Centaur PA Land LP and Valley View Downs LP filed for
bankruptcy reorganization in October 2009 to keep alive a project
to develop a racetrack in Pennsylvania.  The filings were made
following the failure to make payments due in October on a
$382.5 million first-lien debt and a $192 million second-lien
credit.

All the companies are subsidiaries of closely held Centaur Inc.,
which isn't in bankruptcy.

Centaur LLC was authorized in August 2010 to sell the Fortune
Valley Hotel & Casino 40 miles west of Denver to Luna Gaming
Central City LLC for $7.5 million cash, plus a $2.5 million note.

The Debtor obtained approval of its reorganization plan at a
Feb. 18, 2011 confirmation hearing.  The Plan would slash the
casino operator's debt by two-thirds to $260 million.  The Plan,
as revised, is based on a settlement reached by the Debtors with
the Official Committee of Unsecured Creditors, the settlement was
entered among the Debtors, the Official Committee of Unsecured
Creditors, and Credit Suisse AG, Cayman Islands Branch, as
administrative agent and collateral agent for lenders that
provided first lien revolving credit and term loans prepetition.
Under the Plan, second-lien lenders are to split $3.4 million in
notes that pay in kind.  Unsecured creditors of Valley View Downs
now will receive the lesser of 50% paid in cash or a share of $1.5
million cash.  Other general unsecured creditors also will have
the lesser of half payment or sharing $650,000 in cash.


CENTER COURT: Rocky Ortega Hiring Denied, Not Disinterested
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
denied the application of Center Court Partners LLC to employ
Rocky Ortega as its counsel, finding that Mr. Ortega is not a
"disinterested person" as the term is defined under Section
101(14) of the Bankruptcy Code, due to his representation of
creditors, including City Lights Financial and Roger Meyers.

The U.S. Trustee and the Debtor's creditor, Montecito Bank &
Trust, objected to the Application.

The Court also ordered that any funds received by Mr. Ortega from
the Debtor in exchange for services rendered in relation to this
Chapter 11 case must be returned to the estate.

                        About Center Court

Based in Agoura Hills, California, Center Court Partners LLC owns
a commercial property located at 29501 Canwood Street, Agoura
Hills, Calif.  The monthly rent receipts are the Debtor's sole
source of income.  The Company filed for Chapter 11 bankruptcy
protection (Bankr. C.D. Calif. Case No. 11-13715) on March 25,
2011.  Judge Maureen Tighe presides over the case.  The Debtor
estimated both assets and debts between $10 million and
$50 million as of the Chapter 11 filing.


CHEF SOLUTIONS: Files for Chapter 11 Bankruptcy in Delaware
-----------------------------------------------------------
Chef Solutions Inc. and its affiliates filed for Chapter 11
protection Oct. 4 (Bankr. D. Del. Case No. 11-13139) in Delaware
with the aim of selling the business to a joint venture between
Mistral Capital Management LLC and Reser's Fine Foods Inc.

The Company, through subsidiary Orval Kent, is the second largest
manufacturer in North America of fresh prepared foods for retail,
foodservice and commercial channels.

"Over the course of the past few years, both internal and external
factors contributed to negative trends in the Debtors' revenue and
profitability figures.  The Debtors' sales reached a recent peak
of approximately $220 million in net sales in 2008, but gradually
decreased to approximately $209 million in 2010," said Susan Sarb,
chief financial officer.

"The far-reaching impacts of the 2008 recession, as well as
increased competition, placed additional downward pressure on the
Debtors' pricing, profitability and liquidity.  At the same time,
rising fuel costs and commodity prices exacerbated an already
harsh market for food manufacturers, including the Debtors," Ms.
Sarb added.

Prepetition, Piper Jaffray & Co., as investment banker, assisted
the Debtors in exploring various strategic restructuring
alternatives, specifically related to a potential sale of the
Debtors' assets.

The Debtors signed a deal with Reser's Fine Foods, Inc., after the
winning bidder backed out from a proposed investment in the
Debtors.

Reser's bid for the Debtors contemplated partnering with a unit of
lender Mistral Capital Management, LLC to bid using cash and
Mistral Chef Holdings LLC's credit bid on its notes issued under
the Prepetition Note Purchase Agreement.  While Reser's and
Mistral Chef's advisors negotiated the terms of the joint venture
agreement between such parties, PJC and the Debtors' other
advisors assisted in negotiating the terms of the stalking horse
asset purchase agreement and preparing the Debtors for a chapter
11 filing.

The JV has agreed to purchase substantially all of the Debtors'
assets.  Pursuant to the terms of the Stalking Horse Agreement,
the aggregate consideration for the Debtors' assets will include
(a) $36,439,595 in cash, (b) a credit bid of $25,300,000 and (c)
the assumption of certain liabilities.

Consistent with the Stalking Horse Agreement and taking into
account the extensive prepetition marketing process, the Sale
Motion proposes this timeline:

      Action                           Deadline
      ------                           --------
   Bidding Procedures Hearing       Oct. 19, 2011
   Proposed Bid Deadline            Nov. 7, 2011
   Auction                          Nov. 9, 2011
   Sale Hearing                     Nov. 11, 2011

Lenders led by Wells Fargo Capital Finance, Inc., as agent are
providing DIP financing in the aggregate principal amount of
$28 million.

The Debtor estimated assets and debts both exceeding $100 million.


CHEF SOLUTIONS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Chef Solutions Holdings, LLC
        700 E. Maple Road
        4th Floor
        Birmingham, MI 48009

Bankruptcy Case No.: 11-13139

Debtor-affiliates that filed separate Chapter 11 petitions:

        Debtor                            Case No.
        ------                            --------
CS Distribution Holdings, LLC             11-13141
CS Distributors, Inc. of Ohio             11-13142
CS Prepared Foods Holdings, LLC           11-13143
Chef Solutions Inc.                       11-13144
Orval Kent Holdings, Inc.                 11-13145
Orval Kent Intermediate Holdings, Inc.    11-13146
Orval Kent Parent, LLC                    11-13147
Orval Kent Food Company, LLC              11-13148
Orval Kent Food Company of Linares, LLC   11-13149

Type of Business: Chef Solutions Holdings, LLC, is a national
                  manufacturer of prepared foods and bakery
                  products.  The company operates three
                  business divisions providing outsourced
                  manufacturing and distribution of perishable
                  food products, such as salads and baked goods,
                  under such brand names as Pennant, Orval Kent,
                  Yoder's and La Francaise. Products are sold to
                  retail stores, restaurant chains and food
                  service companies.

Chapter 11 Petition Date: October 4, 2011

Court: U.S. Bankruptcy Court
       District of Delaware (Delaware)

Judge: Kevin Gross

Debtors' Counsel: Drew G. Sloan, Esq.
                  Zachary I. Shapiro, Esq.
                  RICHARDS, LAYTON & FINGER, P.A.
                  920 North King Street
                  Wilmington, DE 19801
                  Tel : (302) 651-7612
                  Fax : (302) 651-7701
                  E-mail: dsloan@rlf.com
                          shapiro@rlf.com

                           and

                  John H. Knight, Esq.
                  RICHARDS, LAYTON & FINGER, P.A.
                  One Rodney Square
                  PO Box 551
                  Wilmington, DE 19899
                  Tel : (302) 651-7700
                  Fax : (302) 651-7701
                  Email: knight@rlf.com

Debtors'
Investment
Banker:           PIPER JAFFRAY & CO.

Debtors'
Financial
Advisor:          PRICEWATERHOUSECOOPERS

Debtors'
Claims Agent:     DONLIN RECANO

Estimated Assets: $100 million to $500 million

Estimated Debts:  $100 million to $500 million

The petitions were signed by Susan Sarb, chief financial officer.

Chef Solutions' List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
KBS Woodfield Preserve LLC         Lease Obligations  $2,390,750
c/o Beth A. Feldman
150 N. Martigale Rd., Suite 825
Schaumburg, IL 60173

TTS LLC                            Freight Debt       $1,435,029
c/o Mike Powell
225 Dallas Parkway, Suite 300
Frisco, TX 75034

OTT Food Products LLC              Trade Debt         $1,426,378
705 West Fairview
Carthage, MO 64836

Berry Plastics                     Trade Debt         $1,414,682
c/o Paul Martensen
2199 Momentun Place
Chicago, IL 60689-5321

H C Schmieding Produce Co.,        Trade Debt         $1,301,085
Inc.
c/o Gary Owens
PO Box 369
Springdale, AR 72765

Lakeview Farms Inc.                Trade Debt         $1,159,203
PO Box 713135
Cincinnati, OH 45271-3135

Camerica International, Inc.       Trade Debt           $849,162
4300 Solutions Center
Chicago, IL 60677-4003

Steve Silk                         Employee             $625,000
Locke Lord Bissell & Liddell LLP   Severance
Attn: Steven H. Adelman            Obligation
111 South Wacker Drive,            Litigation
Suite 3300                         Claim
Chicago, IL 60603

Kimball?s Produce LLC              Trade Debt           $561,788
6424 South 82nd East
Avenue #712
Tulsa, OK 74133

Darifair Foods Inc.                Trade Debt           $532,849
c/o Bill Block
4131 Sunbeam Road
Jacksonville, FL 32257

GET Logistics, LLC                 Litigation Claim     $530,000
Moulton Bellingham PC
Attn: Doug James
Crown Plaza, Suite 1900
PO Box 2559
Billings, MT 59103

Wixon Fontarome Inc.               Trade Debt           $410,710
c/o Peter Caputa
PO Box 88533
Milwaukee, WI 53288-0533

Spherion of Lima                   Temporary            $406,602
c/o Steve Leary                    Staffing
216 N. Elizabeth St.               Services
Lima, OH 45801                     Claim

Dakota Growers Pasta Company       Trade Debt           $376,591
1 Pasta Ave.
Carrington, ND 58421

Kirkland & Ellis LLP               Professional         $337,291
c/o Matthew J. Richards            Service
300 North LaSalle                  Claim
Chicago, IL 60654

Weber Marking Systems Inc.         Trade Debt           $263,933
c/o Bryan Walters
P.O. Box 5988
Carol Stream, IL 60197-5988

P&A Graphics Inc.                  Trade Debt           $254,473
c/o Paul Preston
6316 Story Street
New Orleans, LA 70118

Armstrong Transport Group INV      Trade Debt           $254,096
c/o Chris Cobb
86 Wilkinson Ct.
Concord, NC 28025

Interpack & Partitions             Trade Debt           $250,894
c/o Ed Sutton
1102 Industrial Park Road
Berryville, AR 72616

Department of Justice              Consent Decree       $240,000
Office of Regional Counsel         Resolving
                                   Litigation


CHINA DU KANG: Amends Annual and Quarterly Financial Reports
------------------------------------------------------------
China Du Kang Co., Ltd., filed with the U.S. Securities and
Exchange Commission Amendment No. 1 to its quarterly report on
Form 10-Q for the quarter ended March 31, 2011, and amendment no.1
to its annual report on Form 10-K for the fiscal year ended
Dec. 31, 2010.

The Company's restated statement of operations reflects a net loss
of $200,428 on $427,679 of sales of liquor for the three months
ended March 31, 2011, compared with net income of $59,873 on
$427,679 of sales of liquor as originally reported.

The Company also reported a net loss of $897,194 on $1.27 million
of sales of liquor for the year ended Dec. 31, 2010, compared with
net income of $44,468 on $1.27 million of sales of liquor as
originally reported.

The Company's amended balance sheet at March 31, 2011, showed
$14.11 million in total assets, $21.32 million in total
liabilities and a $7.21 million total shareholders' deficit.

A full-text copy of the Amended Form 10-Q is available at no
charge at http://is.gd/SVBsK7

A full-text copy of the Amended Form 10-K is available at no
charge at http://is.gd/V3I3GP

                        About China Du Kang

China Du Kang Co., Ltd., was incorporated as U.S. Power Systems,
Inc., in the State of Nevada on Jan. 16, 1987.  The Company is
principally engaged in the business of production and distribution
of distilled spirit with the brand name of "Baishui Dukang".  The
Company also licenses the brand name to other liquor manufactures
and liquor stores.

The Company's balance sheet at June 30, 2011, showed
$15.17 million in total assets, $22.50 million in total
liabilities, and a $7.33 million total shareholders' deficit.

Keith K. Zhen, CPA, in Brooklyn, New York, expressed substantial
doubt about 's ability to continue as a going concern, following
the Company's 2010 results.  Mr. Zhen noted that the Company has
incurred an operating loss for each of the years in the two-year
period ended Dec. 31, 2010, and as of Dec. 31, 2010, has a working
capital deficiency and a shareholders' deficiency.


CIRCLE STAR: Posts $3.6 Million Net Loss in July 31 Quarter
-----------------------------------------------------------
Circle Star Energy Corp. filed its quarterly report on Form 10-Q,
incurring a net loss of $3.6 million on $216,293 of revenues for
the three months ended July 31, 2011, compared with a net loss of
$8,114 on $nil revenue for the corresponding period of the prior
fiscal year.

The increased loss was primarily attributable to operating costs
of the newly acquired subsidiary JHE Holdings, LLC, and a one-time
impairment charge of $3.4 million related to its acquisition.

The Company's balance sheet at July 31, 2011, showed $3.7 million
in total assets, $5.8 million in total liabilities, and a
stockholders' deficit of $2.1 million.

The Company has sustained losses in all previous reporting periods
with an inception to date loss of $3.8 million as of July 31,
2011.  "There is substantial doubt about the Company's ability to
continue as a going concern," the Company said in the filing.

"The continuation of the Company as a going concern is dependent
upon continued financial support from the Company's shareholders,
the ability of the Company to obtain necessary financing to
continue operations, and the attainment of profitable operations.
The Company can give no assurance that future financing will be
available to it on acceptable terms if at all or that it will
attain profitability."

A complete text of the Form 10-Q is available for free at:

                       http://is.gd/xgbXzK

Houston, Tex.-based Circle Star Energy Corp. owns royalty,
leasehold, operating, net revenue, net profit, reversionary and
other mineral rights and interests in certain oil and gas
properties in Texas. The Company's properties are in Crane,
Scurry, Victoria, Dimmit, Zavala, Grimes, Madison, Robertson,
Fayette, and Lee Counties.


COMMONWEALTH BANKSHARES: Net Recovery From Bank Not Yet Known
-------------------------------------------------------------
The Virginia State Corporation Commission closed Bank of the
Commonwealth, the wholly owned commercial banking subsidiary of
Commonwealth Bankshares, Inc., and the Federal Deposit Insurance
Corporation was named as the receiver of the Bank.  The Company's
principal asset is the common stock that it owns in the Bank, and,
as a result of the closure of the Bank, the Company has very
limited remaining tangible assets.  As the owner of all of the
capital stock of the Bank, the Company would be entitled to the
net recoveries, if any, following the liquidation or sale of the
Bank or its assets by the FDIC.  However, at this time, the
Company is unable to provide any assurance that any recovery will
be realized by the Company or the timing of any such recovery.

In connection with the closure of the Bank, the FDIC issued a
press release, dated Sept. 23, 2011, announcing that:

   * The FDIC entered into a purchase and assumption agreement
     with Southern Bank and Trust Company, pursuant to which
     Southern Bank assumed all of the deposits of the Bank.
     Accordingly, all depositors of the Bank, including those with
     deposits in excess of the FDIC's insurance limits, will
     automatically become depositors of Southern Bank for the full
     amount of their deposits, and they will continue to have
     uninterrupted access to their deposits.  Deposits will
     continue to be insured by the FDIC, so there is no need for
     customers to change their banking relationship to retain
     their deposit insurance up to applicable limits.

   * The Bank's 21 branches reopened under normal business hours
     on Saturday, Sept. 24, 2011, as branches of Southern Bank.
     However, for a period of time, customers of the Bank should
     continue to use the Bank's locations until Southern Bank can
     fully integrate the deposit records of the Bank.

   * In addition to assuming all of the deposits of the Bank,
     Southern Bank purchased approximately $924.3 million of the
     Bank's assets, and entered into a loss-share transaction with
     the FDIC with respect to approximately $798.2 million of the
     Bank's assets.

   * Customers who have questions about the foregoing matters, or
     who would like more information about the closure of the
     Bank, can visit the FDIC's Web site located at
     http://www.fdic.gov/bank/individual/failed/boc-va.html,or
     call the FDIC toll-free at 1-800-423-6395.

A complete copy of the FDIC's press release can be found on the
Internet at http://www.fdic.gov/news/news/press/2011/pr11153.html.
To date, no other entity or newly chartered bank has been involved
in the process of closing and unwinding the Bank.  The management
teams of the Company and the Bank have been working closely with
the SCC, the FDIC and Southern Bank to make the transition as
smooth as possible for the Bank's customers.

The Company does not expect to receive anything for its interest
in the Bank and, because the Bank represented the Company's
primary business, the Company has very limited ongoing business
activities.  Due to a lack of available resources, the Company may
be unable to make future filing with the Securities and Exchange
Commission.

In connection with the receivership of the Bank, both the Company
and the Bank expect to receive notices from substantially all of
the counterparties to the Company's or the Bank's material
agreements of alleged events of default under those agreements,
and of those counterparties' intentions to terminate those
agreements or accelerate the Company's or the Bank's performance
of those agreements.  The Company or the Bank may dispute certain
of those notices.  However, in the event of a default by the
Company or the Bank under one or more of those material
agreements, or in the event of the termination of one or more of
the material agreements, the Company's or the Bank's financial and
other obligations under those agreements may be accelerated.  The
Company or the Bank may be subject to penalties under those
agreements and also may suffer cross-default claims from
counterparties under the Company's or the Bank's other agreements.

On Sept. 26, 2011, the Company received a letter from The NASDAQ
Stock Market notifying the Company that it no longer meets
NASDAQ's continued listing requirement under Listing Rule 5101,
5110(b) and IM-5101-1.  The Notification Letter states that, as a
result of the Bank's closure, NASDAQ has concerns about the
Company's ability to demonstrate compliance with all of the
requirements for continued listing on the NASDAQ Stock Market, as
well as the residual equity interest of the Company's common
stockholders and as a result, the Company's securities will be
delisted from The NASDAQ Stock Market.  Accordingly, unless the
Company requests an appeal of this determination, trading of the
Company's common stock will be suspended at the opening of
business on Oct. 5, 2011, and a Form 25-NSE will be filed with the
Securities and Exchange Commission, which will remove the
Company's securities from listing and registration on The NASDAQ
Stock Market.  NASDAQ's determination is based on the following
factors:

   * The closure of the Bank and associated public interest
     concerns raised by it;

   * Concerns regarding the residual equity interest of the
     existing listed securities holders;

   * Concerns with the Company's ability to continue as a going
     concern based on the Company's representation to NASDAQ that
     the Company currently has more liabilities than assets; and

   * Concerns about the Company's ability to sustain compliance
     with all requirements for continued listing on The NASDAQ
     Stock Market.

In addition to the Notification Letter, NASDAQ halted trading in
the Company's securities on Sept. 26, 2011.  The Company does not
intend to take any action with respect to the actions taken by
NASDAQ and anticipates that the Company's common stock will be
delisted from The NASDAQ Stock Market.

                   About Commonwealth Bankshares

Norfolk, Va.-based Commonwealth Bankshares, Inc., (Nasdaq:CWBS)
-- http://www.bankofthecommonwealth.com/-- is the parent of Bank
of the Commonwealth which opened its first office in Norfolk,
Virginia, in 1971.  Bank of the Commonwealth has 21 bank branches
strategically located throughout the Hampton Roads and Eastern
North Carolina regions.

The Company's balance sheet at June 30, 2011, showed
$985.87 million in total assets, $990.17 million in total
liabilities, and a $4.30 million total deficit.

As reported by the TCR on May 31, 2011, Witt Mares, PLC, in
Norfolk, Virginia, expressed substantial doubt about Commonwealth
Bankshares' ability to continue as a going concern, following the
Company's 2010 results.  The independent auditors noted that of
the Company's continued operating losses and deterioration of the
loan portfolio, undercapitalized status, liquidity restrictions,
and other restrictions as a result of regulatory agreements.

                         Bankruptcy Warning

Effective July 1, 2011, Bank of the Commonwealth entered into a
Prompt Corrective Action Directive with the Board of Governors of
the Federal Reserve System.  The Directive requires that within 30
days of the effective date of the Directive or such additional
time as the Board of Governors may permit, the Bank, in
conjunction with the Company must, among other things, increase
the Bank's equity through the sale of shares or contributions to
surplus in an amount sufficient to make the Bank adequately
capitalized.

The Bank was not able to meet the 30-day timeline prescribed by
the Directive for reaching the required capital levels.  The Board
of Governors, as outlined in the Directive, may permit additional
time as they see fit.  The Company and the Bank's management and
Board of Directors have implemented a capital plan with various
alternatives to reach and maintain the required capital levels.
This plan was originally accepted by the Federal Reserve in 2010
in response to the Written Agreement.  An updated capital
restoration plan was submitted to the Federal Reserve in June
2011, due to the Company's immediate capital needs.  This plan was
not accepted by the Federal Reserve since the Company had not
received any firm commitments for new capital.  If the Company
does not raise sufficient amounts of new equity capital, or
alternatively, execute another strategic initiative, the Company
may become subject to a voluntary or involuntary bankruptcy filing
and the Company believes it is possible that the Bank could be
placed into FDIC receivership by bank regulators or acquired by a
third party in a transaction in which the Company receives no
value for its interest in the Bank.


COMPASS GROUP: S&P Assigns 'BB-' Rating to $500-Mil. Financing
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings, including
our 'BB-' corporate credit rating, on Westport, Conn.-based
Compass Group Diversified Holdings LLC (Compass). The rating
outlook is stable.

"At the same time, we assigned the company's proposed $225 million
term loan B due 2017 and $275 million revolver due 2016 our 'BB-'
issue-level rating (at the same level as the 'BB-' corporate
credit rating) with a recovery rating of '3', indicating our
expectations of meaningful (50%-70%) recovery for lenders
in the event of a payment default," S&P said.

The company intends to use the proceeds from the new senior
secured facility to refinance its existing term debt and revolver
balance.

"Standard & Poor's ratings on Compass reflects our expectation of
high-single-digit growth in organic revenue (excluding
acquisitions) and a high double-digit percent growth in organic
EBITDA in the full year 2011, resulting from favorable demand
trends in the majority of the company's nine businesses," S&P
related.

"In 2012 we expect growth trends will remain positive but possibly
at a decelerating rate," said Standard & Poor's credit analyst
Chris Valentine.

Standard & Poor's considers Compass' business risk profile as
weak, based on the company's disparate collection of small-to-
midsize businesses, and the inherent difficulties in managing
performance across a growing business portfolio. Its financial
risk profile is aggressive, in our view, because of uncertainty
regarding the timing, magnitude, financing, and profitability of
future acquisitions; compensation structures for senior executives
involved in acquiring and managing portfolio businesses; and a
high dividend payout that has resulted in negative discretionary
cash flow.

"The stable rating outlook reflects our expectation that Compass
will maintain low debt leverage and stable operating performance
over the intermediate term. We could lower the rating to 'B+' if
the magnitude and profitability of potential acquisitions
undermines key credit measures, or if business underperformance
across the company's businesses, together with debt from
acquisitions, results in a spike in lease-adjusted debt leverage
above 4x. This would likely happen if EBITDA were to decline by
30%, causing a thinning of the cushion of covenant compliance to
narrow to roughly 15%. An upgrade to BB', which we regard as a
remote possibility, would involve a deliberate shift away from
management's acquisition strategy and aggressive financial policy;
continued improvement in operating performance; and consistently
positive discretionary cash flow supported by a more limited
common stock dividend payout," S&P stated.


COMMUNITY TOWERS: San Jose Office Building Files for Chapter 11
---------------------------------------------------------------
Community Towers I LLC, the owner of an office building at 111
North Market Street in San Jose, California, filed for Chapter 11
bankruptcy (Bankr. N.D. Calif. Case No. 11-58944).

According to Bill Rochelle, the bankruptcy columnist for Bloomberg
News, the Debtor owes $38.8 million on a matured mortgage held by
CIBC Inc., a subsidiary of Canadian Imperial Bank of Commerce.
The current owner bought the property in mid-2006 for $41.5
million.  They say they invested $17 million in the project.

The lender said in a court filing that the property may not be
worth enough to cover the mortgage in full.

The project's owners are John and Rosalie Feece.  They guaranteed
$6 million of the bank debt, the lender said.

A case summary is in the Sept. 30, 2011 edition of the TCR.


CORUS BANKSHARES: PBGC Takes Over Pension Plan
----------------------------------------------
Hazle Bradford at pionline.com reports that the Pension Benefit
Guaranty Corp. will take over the pension plan of Corus Bankshares
Inc., Chicago, and its subsidiary, Corus Bank, as part of a
Chapter 11 bankruptcy reorganization approved by the U.S.
Bankruptcy Court in Chicago.

According to the report, the plan, now frozen, had $19.7 million
in assets and $32.3 million in liabilities, according to a PBGC
news release.  The PBGC will cover the $12.6 million shortfall.

Corus Bank went into FDIC receivership in 2009 and filed for
Chapter 11 in June 2010, following losses from a loan portfolio
concentrated in condominium projects, PBGC spokesman Marc Hopkins
said.

According to the report, David Seligman, an attorney with law firm
Kirkland & Ellis, which represents Corus Bankshares in the Chapter
11 case, said in an interview that freezing the pension plan was a
condition of getting out of bankruptcy.  "The creditors will end
up with equity in the reorganized company, and they didn't want
the reorganized company to pay for an employee base that is now a
handful of people," Mr. Seligman said.

PBGC is entitled to a share of the cash distribution that will be
made to creditors in the coming weeks.  The plan will continue
under company sponsorship until PBGC notifies participants.

                       About Corus Bankshares

Chicago, Illinois-based Corus Bankshares, Inc., is a bank holding
company.  Its lone operating unit, Corus Bank, N.A., was closed
on Sept. 11, 2009, by regulators, and the Federal Deposit
Insurance Corporation was named receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with Chicago-based MB Financial Bank, National
Association, to assume all of the deposits of Corus Bank.

Corus Bankshares sought Chapter 11 protection (Bankr. N.D. Ill.
Case No. 10-26881) on June 15, 2010, disclosing $314,145,828 in
assets and $532,938,418 in liabilities as of the Chapter 11
filing.

Kirkland & Ellis LLP's James H.M. Sprayregen, Esq., David R.
Seligman, Esq., and Jeffrey W. Gettleman, Esq., serve as the
Debtor's bankruptcy counsel.  Kinetic Advisors is the Company's
restructuring advisor.  Plante & Moran is the Company's auditor
and accountant.  Kilpatrick Stockton LLP's Todd Meyers, Esq., and
Sameer Kapoor, Esq.; and Neal Gerber & Eisenberg LLP's Mark
Berkoff, Esq., Deborah Gutfeld, Esq., and Nicholas M. Miller,
Esq., represent the official committee of unsecured creditors.


CORUS BANKSHARES: Wins Confirmation, Crams Down Plan on FDIC
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Corus Bankshares Inc. overcame objection from the
Federal Deposit Insurance Corp. and persuaded the bankruptcy judge
in Chicago last week to sign a confirmation order approving the
Chapter 11 plan.  The creditor class specially set aside for the
FDIC voted against the plan.  With other creditor classes voting
"yes," U.S. Bankruptcy Judge Pamela S. Hollis exercised her so-
called cramdown power to approve the plan over FDIC's "no" vote
and objection.

Corus has two lawsuits pending in U.S. District Court with the
FDIC over who is entitled to receive $265 million in tax refunds.
As the receiver for the bank that paid the tax, the FDIC claims
the refunds.

Corus, according to Mr. Rochelle's report, doesn't believe the
FDIC eventually will have anything other than an unsecured claim
for as much as $183.4 million.  The plan would give the FDIC a
recovery between 6.2 percent and 53.3 percent, according to the
disclosure statement.  Holders of trust preferred securities,
known as TOPrS, are to have a similar recovery for their $415.6
million in claims.  General unsecured creditors with claims
totaling between $10 million and $21 million will have an
identical dividend.  Subordinated creditors and shareholders
receive nothing.

                       About Corus Bankshares

Chicago, Illinois-based Corus Bankshares, Inc., is a bank holding
company.  Its lone operating unit, Corus Bank, N.A., was closed
on Sept. 11, 2009, by regulators, and the Federal Deposit
Insurance Corporation was named receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with Chicago-based MB Financial Bank, National
Association, to assume all of the deposits of Corus Bank.

Corus Bankshares sought Chapter 11 protection (Bankr. N.D. Ill.
Case No. 10-26881) on June 15, 2010, disclosing $314,145,828 in
assets and $532,938,418 in liabilities as of the Chapter 11
filing.

Kirkland & Ellis LLP's James H.M. Sprayregen, Esq., David R.
Seligman, Esq., and Jeffrey W. Gettleman, Esq., serve as the
Debtor's bankruptcy counsel.  Kinetic Advisors is the Company's
restructuring advisor.  Plante & Moran is the Company's auditor
and accountant.  Kilpatrick Stockton LLP's Todd Meyers, Esq., and
Sameer Kapoor, Esq.; and Neal Gerber & Eisenberg LLP's Mark
Berkoff, Esq., Deborah Gutfeld, Esq., and Nicholas M. Miller,
Esq., represent the official committee of unsecured creditors.


C.W. MINING: High Court Denies Hearing on Chapter 7 Appeal
----------------------------------------------------------
Evan Weinberger at Bankruptcy Law360 reports that the U.S. Supreme
Court on Monday declined to weigh in on whether former managers of
C.W. Mining Co. can appeal an involuntary bankruptcy filing after
a liquidation trustee has been appointed to oversee the failed
business.

Law360 relates that the high court denied a petition for
certiorari filed in May by the ex-managers of Utah-based C.W.
Mining Co., which in 2008 was forced into bankruptcy by three
creditors.

Based in Salt Lake City, Utah, C.W. Mining Co. dba Co-Op Mining
Company operated the Bear Canyon Mine in Emery County, Utah, under
the terms of a lease with C.O.P. Coal Development Company, which
owns the mine.  Aquila Inc., Owell Precast, LLC, and House of
Pumps, Inc., filed an involuntary Chapter 11 petition (Bankr. D.
Utah Case No. 08-20105) on Jan. 8, 2008.  In November 2008, the
Chapter 11 case was converted to a Chapter 7 liquidation
proceeding.  Kenneth A. Rushton serves as the Chapter 7 Trustee,
and is represented by Brent D. Wride, Esq., at Ray Quinney &
Nebeker, in Salt Lake City.


DAVE & BUSTER'S: S&P Affirms 'B-' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services removed its ratings on Dallas-
based Dave & Buster's Inc., including the 'B-' corporate credit
rating, from CreditWatch with positive implications, where they
were placed on July 21, 2011. The outlook is stable.

"The ratings on Dave & Buster's reflect its highly leveraged
financial risk profile, which incorporates the company's elevated
debt levels, thin cash flow protection measures, and our view that
the company will use excess cash flows for store expansion
initiatives instead of debt reduction," said Standard &
Poor's credit analyst Andy Sookram. "We also expect operating
performance to improve modestly in the next several quarters as we
think the company will likely benefit from customer promotion
initiatives and sales price increases."


DECORATOR INDUSTRIES: Curtain Maker Files for Chapter 11
--------------------------------------------------------
Decorator Industries Inc., a designer and manufacturer of drapes,
curtains and bedspreads for the manufactured housing, hotel and
health-care industries, filed for Chapter 11 protection (Bankr.
S.D. Fla. Case No. 11-37641) on Oct. 3 in Fort Lauderdale,
Florida.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the Cooper, Florida-based company said sales peaked
at $52 million in 2006.  This year, revenue is expected to be $15
million.  In a statement, the company said that being in
bankruptcy will result in sufficient liquidity, so "costly"
financing for the Chapter 11 case won't be required.

Assets are more than $10 million while debt is less than
$10 million, according to a court filing.


EBEN-EZER CORPORATION: Case Summary & Creditors List
----------------------------------------------------
Debtor: Eben-Ezer Corporation
        dba Riverbreeze Apartments
        P.O. Box 731317
        Ormond Beach, FL 32173

Bankruptcy Case No.: 11-07214

Chapter 11 Petition Date: September 30, 2011

Court: U.S. Bankruptcy Court
       Middle District of Florida (Jacksonville)

Judge: Jerry A. Funk

Debtor's Counsel: Walter J. Snell, Esq.
                  SNELL & SNELL, P.A.
                  436 N. Peninsula Drive
                  Daytona Beach, FL 32118
                  Tel: (386) 255-5334
                  E-mail: snellandsnell@mindspring.com

Scheduled Assets: $1,271,550

Scheduled Debts: $2,361,604

The Company's list of its five largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flmb11-07214.pdf

The petition was signed by Adrian Perez, president.


ENDURANCE INT'L: S&P Assigns Prelim. 'B' Corporate Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'B'
corporate credit rating to Burlington, Mass.-based Endurance
International Group Inc. The outlook is stable.

"At the same time, we have assigned a preliminary issue-level
rating of 'B' (the same as the preliminary corporate credit
rating) to the company's proposed $340 million senior secured
facility comprised of a $35 million revolver due 2016 and a $305
million term loan due 2016 We also assigned a preliminary recovery
rating of '3' to the debt, indicating our expectation of
meaningful (50% to 70%) recovery for debtholders in the event of a
payment default," S&P stated.

"Standard & Poor's expects that Endurance will generate good free
operating cash flow (FOCF) and that revenue and EBITDA measures
will improve over the next 12 months as the company fully
integrates recent acquisitions and associated purchase accounting
adjustments are normalized. In addition, we expect that the
company will apply a modest portion of excess cash flows to
moderately reduce funded debt over the same period. However, the
rating reflects its acquisition-driven growth, its focus on the
small-to-midsize business (SMB) market in a softening economy, and
what we view as an 'aggressive' financial risk profile," S&P
stated.

Endurance helps SMBs establish, maintain, and promote their online
presence. "We assess the company's business risk profile as
'vulnerable.' Our assessment primarily reflects Endurance's more
limited market share compared with competitors like GoDaddy.com in
an industry with relatively low switching costs and low barriers
to entry, as well as significant exposure to the SMB sector, which
historically has been more sensitive to weak economies than large
enterprises. In addition, the company's growth has primarily
reflected acquisitions, resulting in little track record at its
current operating scale. Lastly, while we expect Endurance to
continue improving its revenue diversity via cross-selling add-on
products, like search engine optimization and custom web
development products, its Web hosting segment still accounts for
74% of its revenue base," S&P stated.

"Because of the company's primarily acquisition-driven growth and
its largely subscription-based business model, which results in
significant increases in deferred revenues, we believe that cash
flow metrics rather than debt to EBITDA metrics currently better
reflect both the company's underlying operating performance and
its credit quality. Pro forma for the transaction, we estimate the
company's ratio of FOCF to debt to be in the low-teen percentage
area, which is good for the rating. Pro forma debt to EBITDA, on
an annualized basis for the first six months, is in the high-teens
times, and includes $141 million of preferred stock treated as
debt for analytical purposes. As a result of these factors, we
view the financial risk profile as 'aggressive,'" S&P stated.


EVERGREEN SOLAR: Taps Klehr Harrison as Conflicts Counsel
---------------------------------------------------------
BankruptcyData.com reports that Evergreen Solar filed with the
U.S. Bankruptcy Court a motion to retain Klehr Harrison Harvey
Branzburg (Contact: Richard M. Beck) as special conflicts counsel
at the following hourly rates: partner at $365 to $710, associate
at $245 to $370 and paralegal at $140 to $285.

                       About Evergreen Solar

Evergreen Solar, Inc. -- http://www.evergreensolar.com/--
develops, manufactures and markets String Ribbon solar power
products using its proprietary, low-cost silicon wafer technology.
The Company's patented wafer manufacturing technology uses
significantly less polysilicon than conventional processes.
Evergreen Solar's products provide reliable and environmentally
clean electric power for residential and commercial applications
globally.

The Marlboro, Mass.-based Company filed for Chapter 11 bankruptcy
(Bankr. D. Del. Case No. 11-12590) on Aug. 15, 2011, before Judge
Mary F. Walrath.  The Company's balance sheet at April 2, 2011,
showed $373,972,000 in assets, $455,506,000 in total liabilities,
and a stockholders' deficit of $81,534,000.

Ronald J. Silverman, Esq., and Scott K. Seamon, Esq., at Bingham
McCutchen LLP, serve as general bankruptcy counsel to the Debtor.
Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski
Stang Ziehl & Jones LLP, serve as co-counsel.  Zolfo Cooper LLC is
the financial advisor.  Epiq Bankruptcy Solutions has been tapped
as claims agent.

In conjunction with the Chapter 11 filing, the Company entered
into a restructuring support agreement with certain holders of
more than 70% of the outstanding principal amount of the Company's
13% convertible senior secured notes.  As part of the bankruptcy
process the Company will undertake a marketing process and will
permit all parties to bid on its assets, as a whole or in groups
pursuant to 11 U.S.C. Sec. 363.  An entity formed by the
supporting noteholders, ES Purchaser, LLC, entered into an asset
purchase agreement with the Company to serve as a "stalking-horse"
and provide a "credit-bid" pursuant to the Bankruptcy Code for
assets being sold.

The supporting noteholders are represented by Michael S. Stainer,
Esq., and Natalie E. Levine, Esq., at Akin Gump Strauss Hauer &
Feld LLP, in New York.


EZENIA! INC: Delists From OTCBB; In Ch. 11 Due to Debts
-------------------------------------------------------
Rodney Brown at Mass High Tech reports that Ezenia Inc. has filed
to have its stock voluntarily delisted from the Over the Counter
Bulletin Board.

According to the report, the move to pull Nashua-based Ezenia's
stock off the public markets should take effect in approximately
90 days.  This allows Ezenia to "suspend its reporting
obligations" to the U.S. Securities and Exchange Commission, as
the company seeks to hold off its creditors by filing Chapter 11
bankruptcy protection.

The report relates that Ezenia in March cut its staff size almost
in half, reducing headcount from 25 to 13.  For the first quarter
of this year, Ezenia lost $792,000 on revenue of $676,000.  At the
time, the company noted that it had just $1 million in cash and
cash equivalents on hand.

Ezenia (OTCBB: EZEN) was founded in 1991, and has been trading
publicly since May 1995.  The Company makes secure collaboration
and information sharing software tools.


EZENIA! INC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Ezenia! Inc.
        14 Celina Drive, Suite 17-18
        Nashua, NH 03063

Bankruptcy Case No.: 11-13664

Chapter 11 Petition Date: September 30, 2011

Court: U.S. Bankruptcy Court
       District of New Hampshire (Manchester)

Judge: J. Michael Deasy

Debtor's Counsel: Daniel W. Sklar, Esq.
                  NIXON PEABODY LLP
                  900 Elm Street
                  Manchester, NH 03101
                  Tel: (603) 628-4000
                  Fax: (603) 628-4040
                  E-mail: dsklar@nixonpeabody.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

The Company's list of its 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nhb11-13664.pdf

The petition was signed by Larry Snyder, CEO.


FONAR CORP: Reports $3.31 Million Net Income in Fiscal 2011
-----------------------------------------------------------
Fonar Corporation filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K reporting net income of
$3.31 million on $33.13 million of total revenues for the fiscal
year ended June 30, 2011, compared with a net loss of
$3.01 million on $31.81 million of total revenues during the prior
year.

The Company's balance sheet at June 30, 2011, showed $31.58
million in total assets, $25.71 million in total liabilities and
$5.86 million in total stockholders' equity.

Marcum, LLP, in New York, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has negative working capital at
June 30, 2011, and is  dependent on asset sales to fund its
operations.

A full-text copy of the Form 10-Q is available for free at:

                        http://is.gd/0ehDyu

                             About FONAR

FONAR was incorporated in 1978, making it the first, oldest and
most experienced MRI company in the industry.  FONAR introduced
the world's first commercial MRI in 1980, and went public in 1981.
Since its inception, nearly 300 recumbent-OPEN MRIs and 150
UPRIGHT(R) Multi-Position(TM) MRI scanners worldwide have been
installed.  FONAR's stellar product line includes the Upright(TM)
MRI (also known as the Stand-Up(TM) MRI), the only whole-body MRI
that performs Position(TM) imaging (pMRI(TM)) and scans patients
in numerous weight-bearing positions, i.e. standing, sitting, in
flexion and extension, as well as the conventional lie-down
position.


GBB4, INC.: Case Summary & 10 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: GBB4, Inc.
        14925 Encendido
        San Diego, CA 92127

Bankruptcy Case No.: 11-16307

Chapter 11 Petition Date: September 30, 2011

Court: U.S. Bankruptcy Court
       Southern District of California (San Diego)

Judge: Laura S. Taylor

Debtor's Counsel: Joseph C. La Costa, Esq.
                  LAW OFFICE OF JOSEPH LA COSTA
                  23905 Clinton Keith Road, #114-288
                  Wildomar, CA 92595
                  Tel: (951) 286-1787
                  E-mail: joelacosta@hotmail.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

The Company's list of its 10 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/casb11-16307.pdf

The petition was signed by Barry Blythe, president.


GENERAL MOTORS: S&P Puts 'BB+' Rating on Watch Positive
-------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on General
Motors Financial Co. Inc. (GM Financial), including the 'B+'
counterparty credit rating, on CreditWatch with positive
implications.

"The rating action follows our upgrade of General Motors Co. (GM),
GM Financial's ultimate parent company, to 'BB+'. We view GM
Financial as a strategically important subsidiary of GM. As a
result, we apply one notch of support to GM Financial's 'b' stand-
alone credit profile (see 'Group Methodology,' published April 22,
2009, on RatingsDirect on the Global Credit Portal). 'In light of
our upgrade of GM, we could raise our rating on GM Financial by
one or more notches depending on our expectations of GM
Financial's growing importance to GM or its improving stand-alone
financial performance," said Standard & Poor's credit analyst Rian
Pressman. Strategically important subsidiaries can receive up to
three notches of support, but they cannot be rated the same as the
parent.

"We believe that GM Financial will play a more important role
within GM during the next few years. We will assess this relative
importance by, among other things, the growing proportion of GM
originations in GM Financial's receivables portfolio. We may
reflect this increased importance in our ratings on GM Financial
by increasing the notches of support that we apply to the stand-
alone credit profile. This may eventually lead us to designate GM
Financial as a core captive subsidiary. If we do, we could
equalize our ratings on GM Financial with those on its parent,"
S&P stated.

"Nevertheless, it is unlikely we will equalize our ratings on GM
Financial with those on GM in the next 12 months," said Mr.
Pressman. "Although we believe that GM Financial is improving its
financial performance, the company's evolving strategy limits the
possibility for any significant upward movement in the stand-alone
credit profile."


GEOKINETICS HOLDINGS: Moody's Cuts CFR to Caa2; Outlook Negative
----------------------------------------------------------------
Moody's Investors Service downgraded Geokinetics Holdings, Inc.'s
(Geokinetics) Corporate Family Rating (CFR) and Probability of
Default Rating (PDR) to Caa2 from B3 and its $300 million senior
secured notes rating to Caa2 from B3. Moody's revised the outlook
to negative from ratings under review for downgrade. Moody's also
retained the SGL-4 Speculative Grade Liquidity (SGL) rating. This
concludes the review of Geokinetics that began on August 31, 2010.

RATINGS RATIONALE

"The downgrade to Caa2 is driven by Geokinetics' lower than
expected margins in its international markets, constrained
liquidity and weak leverage metrics," commented Andrew Brooks,
Moody's Vice-President. "The negative outlook highlights the
company's continuing tight liquidity and weak financial metrics
even in an improved oil and gas operating environment."

Geokinetics' earnings and cash flow have remained under pressure,
constrained by its apparent inability to generate acceptable
margins in its International Data Acquisition business, and its
limited operating cash flow is under pressure to fund cash
interest expenses and capital expenditures. The company's February
2010 acquisition of the onshore business of Petroleum Geo-Services
ASA (PGS) has yielded additional revenues and stronger margins in
North America. However, despite accelerated revenue growth from
its International Data Acquisition segment, which contributes 63%
of total revenues, positive gross margins remain virtually non-
existent. The company has reported sequential increases in
backlog, which stands at a record $741.1 million at June 30, 2011,
and strong order rates that point to increasing revenues into mid-
2012. However, even if an earnings improvement is achieved Moody's
believes the company's leverage metrics will remain stagnant and
liquidity will remain constrained. The company also faces an
uncertain potential liability related to the Trinity II liftboat
incident in the Gulf of Mexico, although it believes it has
appropriate insurance coverage for the incident.

The SGL-4 rating reflects the limited coverage of the company's
cash interest expense of $35 million and $40 million capital
spending in 2011 by operating cash flow. Additionally, the company
will invest $79 million in its multi-client library in 2011 and
while this investment is largely customer pre-funded, part of this
funding will reduce balance sheet cash which stood at $65.8
million at June 30, 2011. Geokinetics stabilized the uncertainty
formerly surrounding its secured revolving credit facility, which
had required an ongoing series of covenant waivers from lenders by
closing on a replacement revolver with new lenders in August. The
new lenders increased the amount available under the credit
agreement to $50 million from $40 million, which the company then
fully borrowed. Borrowings are not subject to a borrowing base
calculation, nor does the revolver contain any financial
maintenance covenants, and has a scheduled maturity date of
September 2014. The $300 million senior secured notes mature
December 15, 2014. Moody's believes that the company needs
continued access to liquidity, the sources of which beyond its
fully drawn revolver are unclear given its weak margins and
limited cash flow visibility, and Moody's is concerned that the
company's capital structure as currently configured may be
unsustainable.

Further deterioration in its operating performance further
pressuring liquidity could result in a rating downgrade. A
positive rating action could be considered if Geokinetics improves
the gross margin in its International Data Acquisition business on
a sustained basis, generating positive free cash flow, while at
the same time reducing the company's over-leveraged balance
sheet..

Under Moody's Loss Given Default Methodology, the senior secured
notes are currently rated the same as Geokinetic's CFR (Caa2) due
to the relatively small amount of prior ranking revolver debt ($50
million) in its capital structure.

The principal methodology used in rating Geokinetics was the
Global Oilfield Services Industry Methodology. Other methodologies
used include Loss Given default for Speculative-Grade Non-
Financial Companies in the US, Canada and the EMEA.

Geokinetics Holdings, Inc. is headquartered in Houston, Texas and
is a wholly owned subsidiary of Geokinetics Inc.


GRACEWAY PHARMACEUTICALS: Judge to Set Auction Rules on Oct. 17
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Graceway Pharmaceuticals LLC told the bankruptcy
judge in Delaware at the first hearing that there should be more
than one bidder when the business goes up for auction.  At the
Sept. 30 hearing, the bankruptcy judge gave interim approval for a
$6 million secured loan from a Canadian affiliate.  The final
hearing on financing will take place Oct. 17.

The report relates that the Oct. 17 hearing is also when the judge
will set up auction and sale procedures.  Switzerland's Galderma
SA already agreed to pay $275 million in cash.  If the judge
adopts Graceway's proposed schedule, the auction will take place
Nov. 3.  Holders of 40% of the first-lien debt consent to the
sale, Graceway said.

                   About Graceway Pharmaceuticals

Based in Bristol, Tennessee, Graceway Pharmaceuticals, LLC engages
in pharmaceutical development.  The company offers dermatology,
respiratory, and women's health products. Its Zyclara Cream is
used for the treatment of external genital and perianal warts
(EGW) in patients 12 years of age and older. The company offers
products for the treatment of dermatology conditions, such as
actinic keratosis, superficial basal cell carcinoma, external
genital warts, atopic dermatitis, and acne; and respiratory
conditions, such as asthma.

Graceway Pharmaceuticals and its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Lead Case No. 11-13036) on
Sept. 29, 2011.

Graceway intends to sell essentially all of its assets pursuant to
Section 363 of the Bankruptcy Code.  Switzerland's Galderma SA has
been selected as a stalking horse bidder, but the final buyer will
be determined through an auction process and, ultimately, by the
Bankruptcy Court over the course of the next few months.

The company's debt includes $430.7 million owing on a first-lien
revolving credit and term loan.  Second-lien debt is $330 million,
with mezzanine debt totaling another $81.4 million.

The company said the sale has consent from holders of 40% of the
first-lien debt, which means the sale could be opposed by holders
of 60% of the senior debt.

Attorneys at Young Conaway Stargatt & Taylor LLP, serve as counsel
to the Debtors.  Latham & Watkins LLP is the co-counsel.  Alvarez
And Marsal North America, LLC, is the financial advisor.
Lazard Freres & Co. LLC is the investment banker.
PricewaterhouseCoopers LLP is the tax consultant.


GRACEWAY PHARMACEUTICALS: Judge Clears $6MM DIP Loan to Fund Sale
-----------------------------------------------------------------
Lance Duroni at Bankruptcy Law360 reports that a Delaware
bankruptcy judge on Friday cleared Graceway Pharmaceuticals LLC to
borrow $6 million from an affiliate and use its lenders' cash
collateral to fund the proposed sale of the company's assets,
including intellectual property rights and vendor contracts, to
Galderma Pharma SA.

                   About Graceway Pharmaceuticals

Headquartered in Bristol, TN, Graceway Pharmaceuticals, LLC --
http://www.gracewaypharma.com/-- is a pharmaceutical company
focused on acquiring, in-licensing, and developing branded
prescription pharmaceutical products.  Current prescription
products marketed by Graceway include Zyclara(R) (imiquimod)
Cream, 3.75%, Aldara(R) (imiquimod) Cream, 5%, Maxair(R)
Autohaler(R) (pirbuterol acetate inhalation aerosol),
Atopiclair(R) Nonsteroidal Cream, and Estrasorb(R) (estradiol
topical emulsion).  Zyclara(R), Aldara(R), Maxair(R) Autohaler(R),
Atopiclair(R), and Estrasorb(R) are trademarks owned by or
licensed to Graceway.

Graceway Pharmaceuticals and its debtor-affiliates sought
Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 11-
13036) on Sept. 29, 2011.

The Debtor estimated assets of $100 million to $500 million and
debts of $500 million to $1 billion.

Judge Mary F. Walrath presides over the case.  Kara Hammond Coyle,
Esq., and Michael R. Nestor, Esq., at Young Conaway Stargatt &
Taylor LLP serve as the Debtors' counsel.  Latham & Watkins LLP is
the Debtors' co-general bankruptcy counsel. Alvarez And Marsal
North America, LLC, is the Financial Advisor. Lazard Freres & Co.
LLC serve as the Debtors' Investment Banker.  BMC Group, Inc., is
the claims and notice agent.  PriceWaterhouseCoopers LLP is the
Debtors' Tax Consultant.


GSI GROUP: S&P Puts 'B' Corp. Credit Rating on Watch Positive
-------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings, including
the 'B' corporate credit rating, on Assumption, Ill.-based grain
storage and protein production systems provider The GSI Group LLC
on CreditWatch with positive implications.

"The rating action follows the company's announcement that it has
agreed to be sold to AGCO Corp. for $940 million. GSI expects the
transaction to close before year-end, subject to the receipt of
regulatory approvals," said Standard & Poor's credit analyst Peter
Kelly.

"We will likely withdraw our ratings on GSI if the rated debt is
repaid as part of the transaction."


GTP INC.: Case Summary & 4 Largest Unsecured Creditors
------------------------------------------------------
Debtor: GTP Inc.
        P.O. Box 214
        Centreville, VA 20122

Bankruptcy Case No.: 11-17177

Chapter 11 Petition Date: September 30, 2011

Court: U.S. Bankruptcy Court
       Eastern District of Virginia (Alexandria)

Judge: Robert G. Mayer

Debtor's Counsel: Katherine Martell, Esq.
                  VIENNA LAW GROUP PC
                  10615 Judicial Drive, Suite 101
                  Fairfax, VA 22030
                  Tel: (703) 385-6868
                  E-mail: kmartell@viennalawgroup.com

Scheduled Assets: $902,100

Scheduled Debts: $1,423,312

The Company's list of its four largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/vaeb11-17177.pdf

The petition was signed by Shelly L. Garrett, president.


HEALTHSPRING INC: Moody's Affirms 'Ba3' Senior Secured Rating
-------------------------------------------------------------
Moody's Investors Service has affirmed the debt ratings of
HealthSpring, Inc. (HealthSpring, NYSE:HS, senior secured at Ba3;
stable outlook) and the Ba1 insurance financial strength (IFS)
ratings of its operating subsidiaries. The outlook on the ratings
is stable.

Moody's also withdrew the Ba1 IFS rating of Texas HealthSpring,
LLC as a result of a reorganization. This operating subsidiary was
merged into HealthSpring Life & Health Insurance Company, Inc.
effective 12/31/10.

RATINGS RATIONALE

Moody's stated that the ratings affirmation reflected the
successful integration of Bravo Health (acquired at the end of
2010); HealthSpring's strong Medicare Advantage membership gain
during the 2011open enrollment period; its recent expansion into
Medicaid, which provides some revenue and earnings
diversification; and its de-leveraging as a result of using a
large portion of the proceeds from its common stock offering in
March 2011 to repay outstanding debt. Notably, the company's
financial leverage (debt to capital where debt includes operating
leases) was reduced to 19.8% as of June 30, 2011 from 37.4% at
year-end 2010. In addition, debt to EBITDA was reduced from 1.8x
on December 31, 2010 to 0.9x at mid-year 2011.

Offsetting these positive developments, Moody's Senior Vice
President, Steve Zaharuk commented, "With the scheduled
reimbursement reductions to Medicare Advantage plans under
healthcare reform, there will be annual pressure on Medicare
Advantage insurers to develop products with the optimal mix of
benefit and premium levels that will attract new members and
retain its membership base." In addition, the rating agency noted
that these healthcare insurers will be under pressure to operate
their plans more efficiently to optimize benefits and meet the
minimum loss ratio (MLR) requirements that begin in 2014. Zaharuk
added, "As a result of these financial uncertainties, along with
the possibility of additional reductions to all Medicare programs
as a result of federal budgetary pressures, further upgrades for
HealthSpring are limited in the near-term."

The principal methodology used in rating HealthSpring was Moody's
Rating Methodology for U.S. Health Insurance Companies published
in May 2011.

These ratings were affirmed with a stable outlook:

HealthSpring, Inc. -- senior secured debt rating at Ba3; corporate
family rating at Ba3;

HealthSpring of Tennessee, Inc. -- insurance financial strength
rating at Ba1;

HealthSpring of Alabama, Inc. -- insurance financial strength
rating at Ba1;

Bravo Health of Pennsylvania, Inc. -- insurance financial strength
rating at Ba1.

These rating was withdrawn:

Texas HealthSpring, LLC -- insurance financial strength rating at
Ba1.

HealthSpring, Inc. is headquartered in Franklin, Tennessee. For
the first six months of 2011 total revenue was $2.8 billion with
Medicare Advantage membership (excluding Part D stand alone) of
approximately 336,400. As of June 30, 2011 the company reported
shareholders' equity of approximately $1.6 billion.

Moody's insurance financial strength ratings are opinions about
the ability of insurance companies to punctually pay senior
policyholder claims and obligations.


HUSSEY COPPER: Wins Interim Approval for $35 Million DIP Loan
-------------------------------------------------------------
American Bankruptcy Institute reports that Hussey Copper Corp. has
won approval of first-day motions, including interim use of cash
collateral and $35 million of its debtor-in-possession loan.

Hussey Copper Corp., based in Leetsdale, Pennsylvania describe
themselves as one of the leading manufacturers of copper products
in the United States.  Hussey Copper was founded in Pittsburgh in
1848.  The Debtors, which operate one manufacturing facility in
Leetsdale and two facilities in Eminence, Kentucky, manufacture "a
wide range of value-added copper products and copper-nickel
products. The Debtors have over 500 full-time employees.

Hussey Copper Corp. filed a Chapter 11 petition (Bankr D. Del.
Case No. 11-13010) on Sept. 27, 2011, Mark Minuti, Esq., at Saul
Ewing LLP, in Delaware, serves as counsel to the Debtor.  Hussey
Copper Corp. estimated up to $50,000 in assets and up to
$100 million in debts.  Hussey Copper Ltd. estimated $100 million
to $500 million in assets and debts.


ICONIX BRAND: S&P Affirms 'B+' Corporate; Outlook Positive
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' corporate
credit rating on Iconix Brand Group Inc., and revised the rating
outlook to positive from stable.

"In addition, we raised our issue-level rating on Iconix's
subordinated convertible notes due 2012 to 'BB-' from 'B+', based
on the reduction of senior debt. We also revised the recovery
rating to '2', indicating our expectation of substantial (70% to
90%) recovery for debtholders in the event of payment default,
from '3'," S&P stated.

"The rating actions reflect the company's increased EBITDA, coming
from good top-line growth and reduced debt levels, resulting in
improved credit metrics," said Standard & Poor's credit analyst
Jacqueline Hui.

Following a $300 million convertible notes issuance in May, the
company repaid the outstanding balance on its term loan facility
due January 2012, and Standard & Poor's expects the company to
further reduce debt levels when it repays the outstanding balance
on its existing $288 million convertible notes in June 2012.

"We expect credit measures to strengthen, including adjusted
leverage decreasing to below 2x," said Ms. Hui. "Although leverage
will decline below 2x, we expect the company will make additional
acquisitions and leverage could rise to the 2.5x level."

"The ratings on Iconix reflect what Standard & Poor's views as the
company's aggressive financial risk profile, because of its highly
acquisitive nature, which causes its credit metrics to be somewhat
volatile. The company's credit metrics are currently strong,
relative to its rating category, and we expect credit measures to
further improve, excluding any significant debt-funded
acquisitions, over the next year. The company's participation in
the highly competitive, volatile fashion apparel industry, and its
licensing contract renewal risk, contribute to what we view as a
weak business risk profile. The company does benefit from a
predictable royalty income-based business model and high margins,"
S&P stated.

"Our positive outlook reflects our expectation that good operating
performance continues and leverage further decreases after the
company repays its convertible notes in June 2012. We could
upgrade the company if leverage approaches 2.5x over the next
year. However, if the company cannot generate the expected levels
of royalty income, resulting in its financial condition
deteriorating, or if the company makes a large debt-financed
acquisition such that leverage does not decrease as expected, we
could consider a stable outlook," S&P stated.


IMPLANT SCIENCES: DMRJ Extends Credit Agreement to March 2012
-------------------------------------------------------------
Implant Sciences Corporation has renegotiated its credit
agreements with its senior secured investor, DMRJ Group LLC.

DMRJ has agreed to extend the maturity of Implant Sciences'
indebtedness from Sept. 30, 2011, to March 31, 2012.  Detailed
information on additional terms of the extension is available for
free at http://is.gd/5DoX8w

DMRJ Managing Director, Daniel Small commented, "We're very
impressed with the market acceptance of the Implant Sciences'
technology, particularly in the early response to the QS-B220.
We've also seen the Company make great strides with the US
Government, securing the quality meetings so important to
succeeding in that market."

Implant Sciences President and CEO, Glenn D. Bolduc added, "DMRJ's
willingness to extend the credit line is a true vote of confidence
in the Company's products and technology.  Their cooperation and
support has been instrumental to bringing our Quantum SnifferTM
QS-B220 to market, and we all look forward to the success of this
new explosives and narcotics trace detector."

                       About Implant Sciences

Implant Sciences Corporation (OBB: IMSC.OB) --
http://www.implantsciences.com/-- develops, manufactures and
sells sensors and systems for the security, safety and defense
(SS&D) industries.

The audit report issued by the Company's independent registered
public accounting firm issued on the Company's audited financial
statements for the fiscal year ended June 30, 2010 contains a
qualification regarding the Company's ability to continue as a
going concern.  This qualification indicates there is substantial
doubt on the part of the Company's independent registered public
accounting firm as to its ability to continue as a going concern
due to the risk that the Company may not have sufficient cash and
liquid assets at June 30, 2010, to cover the Company's operating
capital requirements for the next twelve-month period and if
sufficient cash cannot be obtained the Company would have to
substantially alter its operations, or it may be forced to
discontinue operations.

The Company's balance sheet at March 31, 2011, showed
$5.79 million in total assets, $41.13 million in total
liabilities, and a $35.34 million total stockholders' deficit.


INNKEEPERS USA: Cerberus Gives Reasons for Ending $1.12BB Purchase
------------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Cerberus Capital Management LP and Chatham Lodging
Trust filed their pre-trial brief Oct. 4 laying out the theory
they will use at trial where Innkeepers USA Trust will ask the
bankruptcy judge to compel Cerberus and Chatham to complete the
$1.12 billion acquisition of 64 hotels.

The trial begins Oct. 10 in U.S. Bankruptcy Court in Manhattan.
According to the report, the erstwhile buyers contend they were
entitled to cancel the contract under a material adverse change
clause in the contract.  They point to deteriorating conditions in
the country's economy and the lodging industry in particular as
the basis for ending the purchase obligation.

Cerberus and Chatham, according to the report, cited the 30% to
40% decline in the price of hotel stocks, the tightening of
capital markets, and analysts' downgrades of the lodging industry
as permissible grounds for termination.  Even if they violated the
contract, the two buyers say Innkeepers' only remedy is to keep
the $20 million contract deposit.

The lawsuit against Cerberus is Innkeepers USA Trust v. Cerberus
Four Holdings LLC (In re Innkeepers USA Trust), 11-02557, U.S.
Bankr. S.D.N.Y. (Manhattan).

                      Cerberus Sale Collapses

In June 2011, the Bankruptcy Court confirmed Innkeepers' chapter
11 plan of reorganization.  The Plan is premised on the sale of
the Company's hotel portfolio.

A joint venture between the private-equity firm Cerberus Capital
Management, L.P. and the real estate investment trust Chatham
Lodging agreed to purchase for roughly $1.12 billion the equity in
entities that own and operate 65 of the Company's hotels.
Cerberus and Chatham agreed to pay $400.5 million cash and assume
about $723.8 million mortgage debt for the hotels.  Chatham
Lodging also agreed to purchase for $195 million, five of the
Company's hotels that serve as collateral for loan trusts serviced
by LNR Partners LLC.  The deal for the five hotels closed in July
2011.

Cerberus and Chatham on Aug. 19 terminated a deal to acquire a
portfolio of Innkeepers USA Trust's hotels.  In a statement,
Cerberus and Chatham said they had abandoned the deal "as a result
of the occurrence of a condition, change or development that could
reasonably be expected to have a material adverse effect" on
Innkeepers' business, operations or financial condition, among
other things.

The deal had a Sept. 15, 2011 deadline to close.  Cerberus and
Chatham are required to pay a $20 million termination fee under
the bankruptcy court-approved asset purchase agreement.

Innkeepers insists that no changes have occurred to the hotel
owner's business that would trigger the "material adverse effect"
clause in the buyout's contract.

The Debtors have filed a complaint against Cerberus, Chatham
Lodging Trust and other related defendants for breach of contract
and other claims for reneging on their commitment to acquire 64
hotels from Innkeepers.  The lawsuit is Innkeepers USA Trust v.
Cerberus Four Holdings LLC (In re Innkeepers USA Trust), 11-02557,
U.S. Bankruptcy Court, Southern District New York (Manhattan).

The two sides and Judge Shelley C. Chapman agreed that a trial of
the lawsuit could start on Oct. 10, which would necessitate the
opening of the courthouse during the Columbus Day holiday.

Innkeepers USA has won an extension until Nov. 10 of its
exclusivity periods to file a plan free from the threat of a rival
proposal.  Originally, Innkeepers was going to ask for an
extension until Jan. 12 to file a plan and March 19 to solicit
credit or votes on the proposal, but a lawyer said the company had
scaled the request back to Nov. 10 and would come to court just
before that if it needs more time.

The lawsuit is INNKEEPERS USA TRUST, et al., v. CERBERUS SERIES
FOUR HOLDINGS, LLC, CHATHAM LODGING TRUST, INK ACQUISITION LLC,
AND INK ACQUISITION II LLC, Adv. Proc. No. Case No. 11-02557
(Bankr. S.D.N.Y.).

Attorneys for Cerberus are Alan R. Glickman, Esq., Howard O.
Godnick, Esq., Adam C. Harris, Esq., and Michael E. Swartz, Esq.,
at Schulte Roth & Zabel LLP, in New York, serve as counsel.
Attorneys at Wachtell, Lipton, Rosen & Katz, serve as counsel to
Chatham.

                    About Innkeepers USA Trust

Innkeepers USA Trust is a self-administered Maryland real estate
investment trust with a primary business focus on acquiring
premium-branded upscale extended-stay, mid-priced limited service,
and select-service hotels.

Innkeepers, through its indirect subsidiaries, owns and operates
an expansive portfolio of 72 upscale and mid-priced extended-stay
and select-service hotels, consisting of approximately 10,000
rooms, located in 20 states across the United States.

Apollo Investment Corporation acquired Innkeepers in June 2007.

Innkeepers USA Trust and 91 affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 10-13800) on July 19, 2010.
The Company's consolidated assets for 2009 totaled approximately
$1.5 billion.  As of July 19, 2010, the Company and its affiliates
have incurred $1.29 billion of secured debt.

Paul M. Basta, Esq., at Kirkland & Ellis LLP, in New York; Anup
Sathy, P.C., Esq., Marc J. Carmel, Esq., at Kirkland & Ellis in
Chicago; and Daniel T. Donovan, Esq., at Kirkland & Ellis in
Washington, D.C., serve as counsel to the Debtors.  AlixPartners
is the restructuring advisor and Marc A. Beilinson is the chief
restructuring officer.  Moelis & Company is the financial advisor.
Omni Management Group, LLC, is the claims and notice agent.
Attorneys at Morrison & Foerster, LLP, represent the Official
Committee of Unsecured Creditors.


INNKEEPERS USA: Committee to Intervene in Cerberus Suit
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the official creditors' committee for Innkeepers USA
Trust doesn't want the hotel owner by itself to decide creditors'
fates when the trial begins on Oct. 10 to force Cerberus Capital
Management LP and Chatham Lodging Trust to carry out a
$1.12 billion acquisition of 64 hotels.  At the end of last week,
the committee filed a motion for permission to participate in the
trial.  The intervention motion will be decided by the bankruptcy
judge at an Oct. 6 hearing.

Mr. Rochelle relates that the purported cancellation of the
contract by Cerberus and Chatham left Innkeepers unable to
implement the reorganization plan the bankruptcy judge approved
with a confirmation order in late June.

                    About Innkeepers USA Trust

Innkeepers USA Trust is a self-administered Maryland real estate
investment trust with a primary business focus on acquiring
premium-branded upscale extended-stay, mid-priced limited service,
and select-service hotels.

Innkeepers, through its indirect subsidiaries, owns and operates
an expansive portfolio of 72 upscale and mid-priced extended-stay
and select-service hotels, consisting of approximately 10,000
rooms, located in 20 states across the United States.

Apollo Investment Corporation acquired Innkeepers in June 2007.

Innkeepers USA Trust and 91 affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 10-13800) on July 19, 2010.
The Company's consolidated assets for 2009 totaled approximately
$1.5 billion.  As of July 19, 2010, the Company and its affiliates
have incurred $1.29 billion of secured debt.

Paul M. Basta, Esq., at Kirkland & Ellis LLP, in New York; Anup
Sathy, P.C., Esq., Marc J. Carmel, Esq., at Kirkland & Ellis in
Chicago; and Daniel T. Donovan, Esq., at Kirkland & Ellis in
Washington, D.C., serve as counsel to the Debtors.  AlixPartners
is the restructuring advisor and Marc A. Beilinson is the chief
restructuring officer.  Moelis & Company is the financial advisor.
Omni Management Group, LLC, is the claims and notice agent.
Attorneys at Morrison & Foerster, LLP, represent the Official
Committee of Unsecured Creditors.


INTERSIL CORP: S&P Affirms 'BB-' Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Milpitas, Calif.-based Intersil Corp. to positive from stable. "At
the same time, we affirmed our existing 'BB-' corporate credit
ratings on the company and assigned a new 'BB+' issue-level rating
to the $325 million senior secured revolving credit facility," S&P
stated.

"The revision of the outlook to positive reflects Intersil's
modestly improved credit profile since the acquisition of Techwell
in 2010," said Standard & Poor's credit analyst Andrew Chang, "as
well as our expectation that the company will sustain its prudent
financial risk profile through an industry cycle." "Intersil's
revenues and profitability are likely to decline in the near term
due to macro headwinds but we expect the company to generate
positive cash flow through the cycle, and that liquidity will not
be compromised by shareholder returns. Intersil's midtier
competitive position and weak revenue growth relative to peers are
partial offsets."


KIEBLER RECREATION: Trustee Can Tap Jones Lang as Banker/Broker
--------------------------------------------------------------
The Honorable Randolph Baxter granted the Trustee's motion to
appoint Jones Lang Lasalle Hotels, in conjunction with Alpine
Realty Capital, LLC, to act as the Trustee's investment
banker/business broker in the Chapter 11 case of Kiebler
Recreation, LLC.

David Simon, Chapter 11 trustee in the case Kiebler Recreation,
LLC, asked the U.S. Bankruptcy Court for the Northern District Of
Ohio for permission to retain Jones Lang LaSalle Hotels, a
division of Jones Lang LaSalle Americas, Inc., in conjunction with
Alpine Realty Capital, LLC, as the investment banker/business
broker.

JLLH/ARC will market certain assets, including a hotel, ski areas,
golf courses and several condominium complexes, for sale and
otherwise assist with the sale of these assets.  More
specifically, JLLH/ARC proposes to provide these services to the
Debtor's estate:

   -- determine the appropriate structure, pricing and marketing
      strategy for the transaction;

   -- prepare a comprehensive marketing presentation (Offering
      Memorandum) and due diligence materials with respect to the
      assets;

   -- identify prospective purchasers;

   -- assist the Debtor with sale contract or financing
      negotiations; and

   -- coordinate and consummate the transaction.

As compensation for the services, JLLH/ARC has requested a fee
equal to 3.0% of the gross consideration paid for the assets up to
$12,000,000 and 5.0% of the gross consideration paid in excess of
$12,000,000.  In addition, JLLH/ARC requests reimbursement of all
out-of-pocket expenses in an amount not to exceed $10,000, such
amount to be paid at the closing of the transaction.

To the best of the trustee's knowledge, JLLH/ARC is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

                     About Kiebler Recreation

Peek'n Peak Resort -- http://www.pknpk.com/-- is a recreational
and leisure facility in Findley Lake, New York.

Kiebler Recreation, LLC, dba Peek'n Peak Resort, filed for Chapter
11 bankruptcy protection (Bankr. N.D. Ohio Case No. 10-15099) on
May 26, 2010.  Robert C. Folland, Esq., at Thompson Hine LLP, has
withdrawn as counsel to the Debtor.  The Company estimated assets
and debts at $10 million to $50 million as of the Petition Date.

David O. Simon was appointed by the U.S. Trustee as acting
bankruptcy trustee to the Debtor on June 8, 2011.  Kohrman,
Jackson & Krantz P.L.L. serves as counsel to the Trustee.  The
Trustee tapped Jones Lang LaSalle Americas, Inc., as investment
banker/business broker to market the Debtor's assets.

An affiliate, Kiebler Slippery Rock, LLC, filed a separate Chapter
11 petition (Bankr. N.D. Ohio Case No. 09-19087) on Sept. 25,
2009.

The Trustee has filed a request for permission to sell the
Fairways Condominiums contiguous to and part of the Peek 'N Peak
Resort, located in French Creek, New York.  The sale is part of a
deal with lender PNC Bank, N.A.

The Trustee has been authorized to sell the remaining assets,
consisting of the Peek 'N Peak Resort.  Scott Enterprises, the
Erie-based hospitality development company with significant local
holdings, has emerged as the top bidder for the Peek'n Peak
Resort.


LAKE LAS VEGAS: Credit Suisse Sues Investors to Recover Losses
--------------------------------------------------------------
Steve Green at Vegas Inc. reports that Credit Suisse AG sued two
of the billionaire Bass brothers of Texas and other investors in
the bank's latest effort to recover hundreds of millions of
dollars in losses from loans to the Lake Las Vegas development.

In the complaint filed in U.S. Bankruptcy Court in Las Vegas,
Credit Suisse is seeking an injunction against Lee Bass, Sid Bass,
Transcontinental Corp. of Santa Barbara, Calif., and other Lake
Las Vegas investors, notes Mr. Green.

The report says the injunction would block the investors from
attempting to revoke confirmation of, or to otherwise attack, the
court's 2010 order confirming the Lake Las Vegas Chapter 11
bankruptcy reorganization plan.

Under the reorganization plan, the Lake Las Vegas bankruptcy
creditor trust sued the Bass brothers, Transcontinental and other
investors last year in hopes of recovering $470 million in profits
or capital they had taken out of Lake Las Vegas before it
collapsed into bankruptcy.  The creditor trust claims the
investors drained Lake Las Vegas of equity, dooming it to
financial collapse.  Most of the litigation proceeds, if any,
would go to Credit Suisse.

Mr. Green says the investors later filed a cross-complaint
suggesting Credit Suisse, as the main Lake Las Vegas lender, had
double crossed them.  According to the report, the investors said
Credit Suisse, with a unique and controversial loan product it
sold in the mid 2000s to resort developments, including Montana's
Yellowstone Mountain Club, had encouraged the investors to make
the capital distributions to themselves.  These loans are now the
subject of litigation around the country, including claims they
were based on inflated appraisals and were predatory in that they
saddled the developments with excessive debt -- charges denied by
Credit Suisse.

The report notes the Lake Las Vegas investors said the $670
million in loans to Lake Las Vegas were non-recourse against the
investors -- that is, Credit Suisse's only recourse in a default
was to foreclose on the Lake Las Vegas company and its undeveloped
land holdings.  Mr. Green relates that the investors complained
Credit Suisse would be unjustly enriched if the creditor trust
recovered the $470 million, as Credit Suisse had already
effectively foreclosed on and taken over Lake Las Vegas.

On June 17, U.S. Bankruptcy Judge Linda Riegle dismissed the
investors' cross-complaint.  She ruled the creditor trust's
complaint alleging fraudulent transfers had nothing to do with the
original loan agreements -- the agreements the investors were
relying on in their complaint.

Mr. Green says the investors last month appealed her ruling to
U.S. District Court.  In Friday's complaint, Credit Suisse said
the investors had also filed a lawsuit in Los Angeles County
Superior Court on August 12 asserting the same claims that Judge
Riegle had rejected.

The investors are represented in that suit by attorneys with the
law firms Irell & Manella LLP in Los Angeles, RoganLehrman LLP in
Santa Monica and Beck, Redden & Secrest LLP in Houston.

A Nov. 8 hearing was set in bankruptcy court in Las Vegas on
Credit Suisse's motion for an injunction blocking the investors
from prosecuting the California lawsuit.

Headquartered in Henderson, Nevada, Lake at Las Vegas Joint
Venture, LLC and 14 of its debtor-affiliates --
http://www.lakelasvegas.com/-- are owners and developers of
3,592-acre residential and resort destination Lake Las Vegas
Resort in Las Vegas, Nevada.  Centered around a 320-acre man-made
lake, Lake Las Vegas contains more than 9,000 residential units,
and also includes two luxury resort hotels (a Loews and a Ritz-
Carlton), a casino, a specialty retail village shopping area,
marinas, three signature golf courses and related clubhouses, and
other real property.

The Debtors filed separate petitions for Chapter 11 relief (Bankr.
D. Nev. Lead Case No. 08-17814) on July 17, 2008.  When Lake at
Las Vegas Joint Venture, LLC, filed for protection from its
creditors, it estimated assets of $100 million to $500 million,
and debts of $500 million to $1.0 billion.  Courtney E.
Pozmantier, Esq., Martin R. Barash, Esq., at Klee, Tuchin,
Bogdanoff & Stern LLP, Jason D. Smith, Esq., at Santoro, Driggs,
Walch, Kearney, Holley & Thompson, Jeanette E. McPherson, Esq.,
Lenard E. Schwartzer, Esq., at Schwartzer & McPherson Law Firm,
represent the Debtors as counsel.  Kaaran E. Thomas, Esq., Ryan J.
Works, Esq., at McDonald Carano Wilson LLP, represent the Official
Committee of Unsecured Creditors as counsel.


LITHIUM TECHNOLOGY: T. Kremers Retires as CEO; Koster Takes Over
----------------------------------------------------------------
Lithium Technology Corporation announced that Martin Koster will
assume the role of Chief Executive Officer effective as of Oct. 1,
2011, but also regrets the decision of Theo Kremers to retire from
his current position as CEO.  Theo Kremers will continue to
support the further development and growth of LTC as a Director on
the Board and as a consultant pursuant to the terms of his current
consulting agreement, as amended.

As Chief Executive Officer over the past several years Theo
Kremers was able to successfully negotiate several strategic deals
and rationalize the operational organization and financial
structure of the company.  As a result, the company is current in
its filings with the SEC.  Theo Kremers has also been instrumental
in negotiating a resolution with the German Tax Authorities
regarding a patent transfer issue which was created several years
ago.

"It is time that the company is able to focus on developing the
future with respect to its market position and its manufacturing
capabilities, and for that reason it's time that a new dynamic
person is tasked to address the opportunities LTC clearly has"
says Theo Kremers, and "for that reason I'm pleased that Martin
Koster, who joined LTC as its President and Chief Operating
Officer this past April, will lead the company going forward as
CEO."

LTC's Chairman, Fred Mulder commented on Mr. Koster's appointment:
"We are pleased to welcome Martin onto the team as the CEO.  LTC
will benefit from his experience with automotive and industrial
sector companies in the strategic development of LTC's business
with such companies as well as the strengthening of LTC's daily
management.  We wish him all the best in his new role at LTC." and
"As chairman, I sincerely hope that we at LTC will be able to
benefit from the in-depth knowledge and international experience
of Theo Kremers as a continuing Director and that we as a Board
will be able to focus on the strategic development of the LTC."

For more information regarding LTC, please contact LTC's Chief
Financial Officer, Timothy J. Ryder, at (571) 207-9058.

                      About Lithium Technology

Plymouth Meeting, Pa.-based Lithium Technology Corporation is a
mid-volume production stage company that develops large format
lithium-ion rechargeable batteries to be used as a new power
source for emerging applications in the automotive, stationary
power, and national security markets.

The Company reported a net loss of $7.25 million on $6.35 million
of products and services sales for the year ended Dec. 31, 2010,
compared with a net loss of $10.51 million on $7.37 million of
product and services sales during the prior year.

The Company's balance sheet at June 30, 2011, showed $10.29
million in total assets, $37.44 million in total liabilities and a
$27.15 million total stockholders' deficit.

                     $7 Mil. Funding Needed

As reported by the TCR on April 8, 2011, the Company entered into
a number of financing transactions and is continuing to seek other
financing initiatives.  The Company said it will need to raise
additional capital to meet its working capital needs and to
complete its product commercialization process.  Such capital is
expected to come from the sale of securities and debt financing.
The Company believes that if it raises approximately $7 million in
debt and equity financings, the Company would have sufficient
funds to meet its needs for working capital and capital
expenditures and to meet expansion plans during 2011.  If the
Company is not able to raise such additional capital, the Company
will assess all available alternatives including a sale of the
Company's assets or merger, the suspension of operations and
possibly liquidation, auction, bankruptcy, or other measures.

                          Going Concern

As reported by the TCR on April 8, 2011, Amper, Politziner &
Mattia, LLP, Edison, New Jersey, after auditing the Company's
financial statements for the year ended Dec. 31, 2010, noted that
the Company has recurring losses from operations since inception
and has a working capital deficiency that raise substantial doubt
about its ability to continue as a going concern.

In the Form 10-Q, the Company acknowledged that as of March 31,
2011, it had an accumulated deficit of approximately $158,555,000.
The Company has financed its operations since inception primarily
through equity financings, loans from shareholders and other
related parties, loans from silent partners and bank borrowings
secured by assets.  The Company has recently entered into a number
of financing transactions and are continuing to seek other
financing initiatives.  The Company will need to raise additional
capital to meet its working capital needs and to complete its
product commercialization process.  Such capital is expected to
come from the sale of securities and debt financing.  Continuation
of the Company's operations in the future is dependent upon
obtaining consent from the lenders to extend the respective
maturity date of the debentures.


LOS ANGELES DODGERS: Disagree With Judge on Discovery Limitations
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the Los Angeles Dodgers baseball club wasted no time
in politely telling U.S. Bankruptcy Judge Kevin Gross that he was
wrong when he prohibited the team from investigating how the
Commissioner of Major League Baseball treated other clubs.

According to the report, in papers filed Oct. 3, the team said the
judge was "unfairly" impairing the club's ability to prove that
the Commissioner hasn't been acting in good faith.  Judge Gross
signed an order on Sept. 30 telling the Dodgers they couldn't look
into how commissioner Bud Selig treated other clubs.  Likewise,
Judge Gross prohibited the commissioner from giving evidence at
the trial to begin Oct. 31 about limitations he put on
transactions proposed by other clubs.

By 9:30 a.m. on the next business day, the Dodgers, Mr. Rochelle
discloses, filed papers asking Judge Gross to modify the
restrictions he imposed on discovery and trial.

Judge Gross scheduled a hearing today, Oct. 5, where he will
consider whether to modify his Sept. 30 ruling.  The team contends
it's entitled to investigate how the commissioner treated other
clubs to show a "course of dealing."  The team also says that
decisions made regarding other teams will shed light on how the
commissioner interpreted agreements governing major league teams.

The Dodgers want to know whether the "commissioner is using a
different strike zone for the Los Angeles Dodgers than for other
teams," the club spokesperson Lindsey Estin said in an e-mailed
statement, according to Mr. Rochelle.

According to Mr. Rochelle, while the team contends it's not fair
to limit discovery to how the commissioner treated the Dodgers,
the club said it won't demand documents or take testimony from
other clubs.  The team will be satisfied if the only information
it receives about other clubs comes from the commissioner.

As an example, the team pointed to communications with the
commissioner in June when he refused to approve an extension of
the existing broadcasting agreement. The Dodgers quote from a
letter where the commissioner said "no other owner has sacrificed
so much of his team's future for an immediate payoff."

                             Mediation

At the trial beginning Oct. 31, the judge will decide if it's
proper for the team to auction off telecasting rights beginning
with the 2014 season and in the process override provisions in the
existing agreement with Fox Entertainment Group Inc.

On Oct. 3 Gross formally appointed recently retired U.S. District
Judge Joseph J. Farnan Jr. to serve as mediator.  Mr. Farnan had
been mediating unofficially at Judge Gross's request since July.
Judge Gross is giving Mr. Farnan a free hand and requiring that he
only report eventually whether the warring factions settled. Mr.
Farnan isn't to say who was to blame for not settling.  Mr. Farnan
is now in a small law firm including two sons.

                    About the Los Angeles Dodgers

Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a
professional Major League Baseball club in the Los Angeles
metropolitan area.  Frank McCourt, a Boston real-estate developer
who unsuccessfully bid for the Boston Red Sox, bought the Dodgers
from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for
$330 million.  Mr. McCourt also bought the Dodgers Stadium from
Fox for $100 million.

Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr.
D. Del. Lead Case No. 11-12010) on June 27, 2011, after MLB
Commissioner Bud Selig rejected a television deal with News
Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for
June 30 and July 1.  Fox Sports has exclusive cable television
rights for Dodgers games until the end of 2013 baseball season.

Chapter 11 filings were also made for LA Real Estate LLC, an
affiliated entity which owns Dodger Stadium, and three other
related holding companies.

The petition estimates assets of up to $500 million and debts of
up to $1 billion.  In its schedules, the LA Dodgers baseball club
listed $77,963,734 in assets and $4,695,702 in liabilities.  LA
Real Estate LLC listed $161,761,883 in assets and $0 in
liabilities.

According to Forbes, the team is worth about $800 million, making
it the third most valuable baseball team after the New York
Yankees and the Boston Red Sox.

Judge Kevin Gross presides over the case.  Lawyers at Young,
Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the
Debtors' bankruptcy counsel.  Epiq Bankruptcy Solutions LLC is the
claims and notice agent.  Public relations specialist Kekst and
Company has been hired for crisis support.  Covington & Burling
LLP serves as special counsel.

An official committee of unsecured creditors has been appointed in
the case.  The panel has tapped Lazard Freres & Co. as financial
adviser and investment banker, and Morrison & Foerster LLP and
Pinckney, Harris & Weidinger, LLC as counsel.

Ticket holders are seeking the appointment of their own committee.

The LA Dodgers is the 12th sports team in North America to have
sought bankruptcy protection, according to The Wall Street
Journal.

The reorganization is being financed with a $150 million unsecured
loan from the Commissioner of Major League Baseball.  The loan
gives the Commissioner few of the controls lenders often demanded
from bankrupt companies.


LOS ANGELES DODGERS: Retired Judge to Mediate Dodgers, MLB
----------------------------------------------------------
Sindhu Sundar at Bankruptcy Law360 reports that a Delaware
bankruptcy judge on Monday appointed retired U.S. District Judge
Joseph Farnan to serve as mediator between the Los Angeles Dodgers
LLC and Major League Baseball as they fight over control of the
Dodgers' bankruptcy proceedings.

Judge Farnan, who retired last year from the Delaware district
court, was appointed as mediator retroactively to July 5, when the
court first asked him to help the Dodgers reach a settlement with
MLB.

                   About the Los Angeles Dodgers

Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a
professional Major League Baseball club in the Los Angeles
metropolitan area.  Frank McCourt, a Boston real-estate developer
who unsuccessfully bid for the Boston Red Sox, bought the Dodgers
from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for
$330 million.  Mr. McCourt also bought the Dodgers Stadium from
Fox for $100 million.

Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr.
D. Del. Lead Case No. 11-12010) on June 27, 2011, after MLB
Commissioner Bud Selig rejected a television deal with News
Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for
June 30 and July 1.  Fox Sports has exclusive cable television
rights for Dodgers games until the end of 2013 baseball season.

Chapter 11 filings were also made for LA Real Estate LLC, an
affiliated entity which owns Dodger Stadium, and three other
related holding companies.

The petition estimates assets of up to $500 million and debts of
up to $1 billion.  In its schedules, the LA Dodgers baseball club
listed $77,963,734 in assets and $4,695,702 in liabilities.  LA
Real Estate LLC listed $161,761,883 in assets and $0 in
liabilities.

According to Forbes, the team is worth about $800 million, making
it the third most valuable baseball team after the New York
Yankees and the Boston Red Sox.

Judge Kevin Gross presides over the case.  Lawyers at Young,
Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the
Debtors' bankruptcy counsel.  Epiq Bankruptcy Solutions LLC is the
claims and notice agent.  Public relations specialist Kekst and
Company has been hired for crisis support.  Covington & Burling
LLP serves as special counsel.

An official committee of unsecured creditors has been appointed in
the case.  The panel has tapped Lazard Freres & Co. as financial
adviser and investment banker, and Morrison & Foerster LLP and
Pinckney, Harris & Weidinger, LLC as counsel.

Ticket holders are seeking the appointment of their own committee.

The LA Dodgers is the 12th sports team in North America to have
sought bankruptcy protection, according to The Wall Street
Journal.

The reorganization is being financed with a $150 million unsecured
loan from the Commissioner of Major League Baseball.  The loan
gives the Commissioner few of the controls lenders often demanded
from bankrupt companies.


LOS ANGELES DODGERS: Oct. 31 Hearing on Bid to Sell TV Rights
-------------------------------------------------------------
Randall Chase at the Associated Press reports that Judge Kevin
Gross set a hearing on Oct. 31, 2011, that could determine the
fate of Los Angeles Dodgers and said he expects baseball
Commissioner Bud Selig and Dodgers owner Frank McCourt to testify
under oath.

Judge Gross said he must decide whether the Dodgers' plan to
auction off television rights to future games as the way out of
bankruptcy is in the team's best interest, or whether Major League
Baseball can dictate what the Dodgers can and cannot do.

In scheduling the hearing, the judge said he would hear requests
for limited depositions at a previously scheduled Oct. 12 hearing,
but that he would not hear arguments on the competing motions that
day, according to the report.

The report notes the Dodgers are seeking court approval of a
process to auction television rights to games starting in 2014.
The league has asked the court to terminate the Dodgers' exclusive
rights to file a reorganization plan so that the league can file
its own reorganization plan, which would force Mr. McCourt to sell
the team.  The league also is seeking to disqualify the Dodgers'
attorneys, arguing that they have been advancing Mr. McCourt's
interests rather than the best interests of the Dodgers.

                    "Excessive Litigiousness"

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that to put a lid on what he called the "animus" that may
lead to "excessive litigiousness" between the Los Angeles Dodgers
baseball club, the commissioner of MLB and Fox Entertainment Group
Inc., U.S. Bankruptcy Judge Kevin Gross scheduled a trial
beginning Oct. 31 on whether the team has the right to auction
television broadcasting rights while overriding the existing
agreement with Fox.

According the report, Judge Gross will use the trial to ferret out
the facts while avoiding the "harsh allegations and innuendo"
hurled among the team, the commissioner and Fox, he said in an
order on Sept. 30.  Primarily, Judge Gross will decide if
bankruptcy law gives him power to abrogate rights of first
negotiation and first refusal in the existing agreement for Fox to
telecast games through the 2013 season.  Judge Gross will
simultaneously decide whether commissioner Bud Selig has the power
to overrule a decision the team's owner makes if Mr. Selig finds
it isn't in the best interests of baseball.

The report relates that Judge Gross said he must decide whether
"bankruptcy is a safe haven for the debtors from the
commissioner's effort to oust ownership" by refusing to approve a
sale of television rights.  The judge simultaneously will rule on
whether the best interests of Major League Baseball take
precedence over the best interests of the team. There is "no
middle ground for decision," he said.

Mr. Rochelle discloses that at the trial, which will continue on
Nov. 1, 2 and 4, Judge Gross said he wants to hear live testimony
from the team's owner, Frank McCourt, and from Mr. Selig.  With
regard to Mr. Selig's allegations that Mr. McCourt sucked money
from the team to finance a lavish life style and solve matrimonial
problems, Judge Gross warned that he would "strongly consider the
appointment of a Chapter 11 trustee" if he finds that the
bankruptcy is a "subterfuge to benefit Mr. McCourt."

As for the commissioner, Judge Gross, the report relates,
characterized Mr. Selig as claiming power over a team that is
"nearly unparalleled in the business world."

Judge Gross said in his order that the trial and discovery in
advance can't be used to bare details about other baseball teams.
The judge won't permit the team to investigate other clubs and, in
fairness, the judge said Mr. Selig can't introduce evidence about
how he treated other clubs.

The trial, according to the judge, will pit bankruptcy law on hand
against franchise law on the other.

The new schedule laid down by the judge on Sept. 30 substitutes
for hearings previously scheduled for Oct. 12 on approving
television sale procedures.  The commissioner also had a motion on
the Oct. 12 calendar to disqualify the team's law firms and end
the Dodgers' exclusive right to propose a Chapter 11 plan.

                   About the Los Angeles Dodgers

Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a
professional Major League Baseball club in the Los Angeles
metropolitan area.  Frank McCourt, a Boston real-estate developer
who unsuccessfully bid for the Boston Red Sox, bought the Dodgers
from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for
$330 million.  Mr. McCourt also bought the Dodgers Stadium from
Fox for $100 million.

Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr.
D. Del. Lead Case No. 11-12010) on June 27, 2011, after MLB
Commissioner Bud Selig rejected a television deal with News
Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for
June 30 and July 1.  Fox Sports has exclusive cable television
rights for Dodgers games until the end of 2013 baseball season.

Chapter 11 filings were also made for LA Real Estate LLC, an
affiliated entity which owns Dodger Stadium, and three other
related holding companies.

The petition estimates assets of up to $500 million and debts of
up to $1 billion.  In its schedules, the LA Dodgers baseball club
listed $77,963,734 in assets and $4,695,702 in liabilities.  LA
Real Estate LLC listed $161,761,883 in assets and $0 in
liabilities.

According to Forbes, the team is worth about $800 million, making
it the third most valuable baseball team after the New York
Yankees and the Boston Red Sox.

Judge Kevin Gross presides over the case.  Lawyers at Young,
Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the
Debtors' bankruptcy counsel.  Epiq Bankruptcy Solutions LLC is the
claims and notice agent.  Public relations specialist Kekst and
Company has been hired for crisis support.  Covington & Burling
LLP serves as special counsel.

An official committee of unsecured creditors has been appointed in
the case.  The panel has tapped Lazard Freres & Co. as financial
adviser and investment banker, and Morrison & Foerster LLP and
Pinckney, Harris & Weidinger, LLC as counsel.

Ticket holders are seeking the appointment of their own committee.

The LA Dodgers is the 12th sports team in North America to have
sought bankruptcy protection, according to The Wall Street
Journal.

The reorganization is being financed with a $150 million unsecured
loan from the Commissioner of Major League Baseball.  The loan
gives the Commissioner few of the controls lenders often demanded
from bankrupt companies.


LV KAPOLEI: Court OKs Stipulation for KBP's Claim, Case Dismissal
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Hawaii approved a
stipulation between LV Kapolei 54, LLC and creditor KBP Industrial
LLC, resolving KBP's motion for relief from automatic stay and
objection to the Debtor's plan of reorganization dated Aug. 8,
2011.

LV Kapolei is the owner and holder of the title to that real
property consisting of 53.712 acres of vacant land, identified as
Lot 8035-A, at Kalaeloa, Honouliuli, District of Ewa, State of
Hawaii.

As reported in the Troubled Company Reporter on July 22, 2011,
secured creditor KBP Industrial LLC is the assignee of the Note,
Mortgage, Security Agreement and other loan documents formerly
held by Central Pacific Bank.

The stipulation provides for among other things:

   -- KBP's motion for relief from automatic stay will be granted;

   -- LV Kapolei and its principals will make certain settlement
   payments to KBP, including an amount sufficient to pay all
   outstanding real property taxes;

   -- upon dismissal of the case, LV Kapolei's property will be
   conveyed to KBP, pursuant to a Limited Warranty Deed; and

   -- KBP will release its claims against LV Kapolei and limit its
   claims to LV Kapolei's real property.

                          About LV Kapolei

San Francisco, California-based LV Kapolei 54, LLC, is developing
the 54-acre Kapolei Business Park in Hawaii.  The Debtor filed for
Chapter 11 bankruptcy protection (Bankr. D. Hawaii Case No.
11-00981) on April 8, 2011.  James A. Wagner, Esq., at Wagner
Choi & Verbrugge, serves as the Debtor's bankruptcy counsel.  The
Debtor disclosed $35,162,973 in assets and $23,955,318 in
liabilities as of the chapter 11 filing.


MARCO POLO: Banks Try to Kick Bankruptcy Out of US Court
--------------------------------------------------------
Richard Vanderford at Bankruptcy Law360 reports that attorneys for
lender Royal Bank of Scotland and another bank argued Monday that
Marco Polo Seatrade BV's more than $200 million bankruptcy case
should be booted from a New York bankruptcy court.

Attorneys for RBS and Credit Agricole SA contended at an all-day
hearing that Marco Polo, which like other shipping companies has
seen its fortunes fall as cargo rates have plummeted, should not
be allowed to use a U.S. bankruptcy court to ride out the downturn
in its business, according to Law360.

                          About Marco Polo

Marco Polo Seatrade B.V. operates an international commercial
vessel management company that specializes in providing
commercial and technical vessel management services to third
parties.  Founded in 2005, the Company mainly operates under the
name of Seaarland Shipping Management and maintains corporate
headquarters in Amsterdam, the Netherlands.  The primary assets
consist of six tankers that are regularly employed in
international trade, and call upon ports worldwide.

Marco Polo and three affiliated entities filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 11-13634) on July 29,
2011.  The other affiliates are Seaarland Shipping Management
B.V.; Magellano Marine C.V.; and Cargoship Maritime B.V.

Marco Polo is the sole owner of Seaarland, which in turn is the
sole owner of Cargoship, and also holds a 5% stake in Magellano.
The remaining 95% stake in Magellano is owned by Amsterdam-based
Poule B.V., while another Amsterdam company, Falm International
Holding B.V. is the sole owner of Marco Polo.  Falm and Poule
didn't file bankruptcy petitions.

The filings were prompted after lender Credit Agricole Corporate
& Investment Bank seized one ship on July 21, 2011, and was on
the cusp of seizing two more on July 29.  The arrest of the
vessel was authorized by the U.K. Admiralty Court.  Credit
Agricole also attached a bank account with almost US$1.8 million
on July 29.  The Chapter 11 filing precluded the seizure of the
two other vessels.

The cases are before Judge James M. Peck.  Evan D. Flaschen, Esq.,
Robert G. Burns, Esq., and Andrew J. Schoulder, Esq., at Bracewell
& Giuliani LLP, serve as the Debtors' bankruptcy counsel.
Kurtzman Carson Consultants LLC serves as notice and claims agent.

The petition noted that the Debtors' assets and debt are both
more than US$100 million and less than US$500 million.

Tracy Hope Davis, United States Trustee for Region 2, appointed
three members to serve on the Official Committee of Unsecured
Creditors.  The Committee has retained Blank Rome LLP as its
attorney.

Secured lender Credit Agricole Corporate and Investment Bank is
represented by Alfred E. Yudes, Jr., Esq., and Jane Freeberg
Sarma, Esq., at Watson, Farley & Williams (New York) LLP.


MARMC TRANSPORTATION: Plan Outline Hearing Scheduled for Nov. 18
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Wyoming will convene
a hearing on Nov. 18, 2011, at 10:00 a.m., to consider adequacy of
the disclosure statement explaining Marmc Transportation, Inc.'s
proposed Plan of Reorganization dated Sept. 1, 2011.  Objections,
if any, are due Oct. 20.

As reported in the Troubled Company Reporter on Sept. 8, 2011, the
funds necessary for the plan payments will derive from the sale
proceeds already received, the real estate lease payments and the
proceeds of the pending adversary proceedings.

Unsecured Claims, totaling $2,420,617, will recover 100% of the
allowed amount without interest.  The claims are assigned as Class
Ten under the Plan.  Payment of Class Ten Claims will be
accomplished by an initial distribution of $1,250,000 on the
Effective Date of the Plan.  This initial distribution is
anticipated to satisfy almost 90% of the undisputed and allowed
unsecured claims in thus Class.  The next distribution will occur
after Debtor's 2011 tax liabilities are determined, which
distribution is anticipated to satisfy the remaining amounts owed
on the unpaid allowed unsecured claims.  The other claims in this
Class, will be paid within 30 days after the final resolution of
said claims by this Court and any appeals.

The Plan also provides for these classification and treatment of
other claims against the Debtor:

  * Class One -- Wyoming Department of Revenue.  This creditor is
    a priority unsecured creditor.  The Plan proposes to pay this
    creditor $6,021 in satisfaction of its claim on the Effective
    Date of the Plan.  This Class is impaired.

  * Class Two -- Wyoming Department of Employment, Employee
    Services.  This creditor is a priority unsecured creditor.
    The Plan proposes to pay this creditor $13,071 in
    satisfaction of its claim on the Effective Date of the Plan.
    This Class is impaired.

  * Class Three -- Wyoming Department of Employment, Workers
    Safety and Compensation Division.  This creditor is a
    priority unsecured creditor.  The Plan proposes to pay this
    creditor $11,079 in satisfaction of its claim on the
    Effective Date of the Plan.  This Class is impaired.

  * Class Four -- Natrona County Treasurer.  This creditor is a
    priority unsecured creditor.  The Plan proposed to pay this
    creditor $13,615 in satisfaction of its claim on the
    Effective Date of the Plan.  This Class is impaired.

  * Class Five -- Internal Revenue Service.  This creditor will
    be paid as an priority unsecured creditor in the amount of
    $655,763.  This amount, plus interest at the statutory rate
    at the time of confirmation, will be paid on the effective
    date of confirmation.  The remainder of this creditor's claim
    will be paid under Class 10.  This Class is impaired.

  * Class Six -- Wells Fargo Equipment Finance, Inc.  This
    creditor will be paid as a fully secured creditor in the
    estimated amount of approximately $25,000; which represents
    this creditor's estimated attorney's fees and collection
    related expenses.  This Class will be paid 30 days after the
    Court approves this creditor's application for attorney fees
    and expenses.  This Class is impaired.

  * Class Seven -- Wells Fargo Bank, N.A.  This Class will be
    paid on the Effective Date of the Plan as a fully secured
    creditor in the amount of $117,977 (as of August 11, 2011)
    with interest thereon at the contract rate (7.25% per annum).
    This Class is impaired.

  * Class Eight -- Summit Electric.  This Class asserts a
    judgment lien against Debtor's real estate, which lien may be
    avoidable.  This Class will be paid $33,332 in satisfaction
    of its claim on the Effective Date of the Plan.  This Class
    is impaired.

  * Class Nine -- Dave and Marcille Sundem.  This Class asserts a
    judgment lien against Debtor's real estate, which lien may be
    avoidable.  This Class will be paid $159,611 in satisfaction
    of its claim on the Effective Date of the Plan.  This Class
    is impaired.

The management of Marmc intends to reorganize, Cindy Richardson,
vice president of the Company, said.  Marmc could liquidate but it
is highly unlikely that any funds would be available for unsecured
creditors, she added.

A full-text copy of the Disclosure Statement is available for free
at http://ResearchArchives.com/t/s?76da

                About MarMc Transportation, Inc.

Headquartered in Mills, Wyoming, MarMc Transportation, Inc.'s
principal business activity and purpose was moving oil drilling
rigs and relocating to and from drilling and well sites.  At its
heighth, Marmc showed gross annual income of $16,199,506 (2008)
and had seventy-four employees on its payroll.

Beginning in 2009, a significant portion of Marmc's trucks and
inventory were taken to Louisiana and Texas ostensibly for moving
oil rigs, but little or no income was ever received from these
trucks and trailers.  Significant amounts of Marmc's income were
diverted to non-business expenditures beginning in 2006.  Also the
oilfield economy suffered a significant downturn in 2009.  Because
of the ensuing cash flow problems and the management void, Marmc
began defaulting on its various financial obligations, and
creditor collection litigation commenced and tax liens
accumulated.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Wyo. Case No. 10-20653) on June 3, 2010.  Stephen R. Winship,
Esq., at Winship & Winship, PC, assists the Company in its
restructuring effort.  The Company estimated $10 million to $50
million in assets and up to $10 million in debts in its Chapter 11
petition.

Marmc, through various sales approved by the Bankruptcy Court, has
sold almost all of its personal property, which sales resulted in
total proceeds of over $8,200,00.  Additionally, Marmc has sold a
parcel of real property for $640,000. A portion of the sale
proceeds have satisfied the lien claims of Wells Fargo Equipment
Finance, Inc. (except for its attorney fees estimated at no more
than $25,000).  Additionally, $995,000 was paid, from the sale
proceeds, against the remaining real estate mortgage held by Wells
Faro Bank.


MAYSVILLE INC: Can Employ Pardo & Gainsburg as Special Counsel
--------------------------------------------------------------
The Honorable Laurel M. Isicoff granted the application of
Maysville, Inc. to employ Pardo & Gainsburg P.L. as its special
counsel, nunc pro tunc to the Petition Date.  The Firm will be
compensated in accordance with its contingency fee agreement.

PG will serve as the Debtor's counsel in relation with an ongoing
litigation against The Whiting Turner Contracting Company, the
contractor of the Debtor's six-apartment building in Miami called
the Platinum Condominium.  During the construction of the project,
the contractor built the main staircase in violation of the
Florida Minimum Building Code, and as a result of delays in
completion of construction, the Debtor suffered substantial
financial losses.

By the time that the contractor corrected the defective
construction, the accumulated interest to the construction lender
and the market collapse for condominium sales rendered the Debtor
unable to retire the construction loan as expected.  The Debtor
managed and operated the Property for 24 years up prior to the
unfortunate change of events created by the general contractor's
wrongdoing.

Pending in the Circuit Court of Miami-Dade County is the Debtor's
legal action against the general contractor and others who Debtor
believes are liable for its damages.  Discovery is ongoing in the
Construction Litigation.

As counsel, PG will prosecute the Construction Litigation,
negotiate any resolution of the Construction Litigation, and
represent the interests of Maysville in the Construction
Litigation and protect Maysville's rights in connection with
Construction Litigation.

As contingency fee, PG will recover 35% of any Gross Recovery
thereafter through trial, or 45% of any Gross Recovery if the case
should be resolved on or after appeal.  The Debtor will reimburse
PG for any necessary out-of-pocket expenses.  The Debtor has
previously paid PG a refundable retainer of $5,000.

Jeffery J. Pardo, Esq., at Pardo Gainsburg P.L., in Miami,
Florida, assures the Court that his firm does not represent any
interest adverse to the Debtor or its estate, and is a
"disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code.

The firm can be reached at:

         Pardo Gainsburg, P.L.
         COMMERCIAL & CONTRACT LITIGATION SPECIALISTS
         200 SE 1st Street, Suite 700
         Miami, Florida 33131
         Tel: (305) 358-1001
         Fax: (305) 358-2001
         E-mail: spardo@pardogainsburg.com

                       About Maysville, Inc.

Maysville, Inc., owns and rents condominium and apartment units in
a property called the Platinum Condominium located at Biscayne
Boulevard and 29th Street in Miami, Florida.

Maysville filed its second voluntary petition under Chapter 11 on
August 11, 2011, with the U.S. Bankruptcy Court for the Southern
District of Florida (Miami) before the Hon. Laurel M. Isicoff.
The bankruptcy case is Maysville, Inc., Case No. 11-32532.

Jeffrey P. Bast, Esq., at Bast Amron LLP, in Miami, Florida --
jbast@bastamron.com -- serves as the Debtor's bankruptcy counsel.
Jeffery J. Pardo, Esq., at Pardo Gainsburg P.L., in Miami,
Florida, is the Debtor's special litigation counsel.

The Debtor disclosed $17,590,927 in assets and $25,076,637 in
liabilities.

A meeting of creditors required under Section 341(a) of the
Bankruptcy Code will be held on Sept. 13, 2011, at 11:30 a.m., at
51 SW First Ave, Room 1021, in Miami, Florida.

Deadline to file a complaint to determine dischargeability of
certain debts is November 14, 2011.  Proofs of Claim are due by
Dec. 12, 2011.


MAYSVILLE INC: U.S. Trustee Unable to Appoint Creditors' Panel
--------------------------------------------------------------
The United States Trustee said it will not appoint an official
committee under 11 U.S.C. Sec. 1102 in the bankruptcy case of
Maysville, Inc., until further notice.  The U.S. Trustee reserves
the right to appoint such a committee should interest developed
among the creditors.

                          About Maysville

Maysville, Inc., owns and rents condominium and apartment units in
a property called the Platinum Condominium located at Biscayne
Boulevard and 29th Street in Miami, Florida.

Maysville filed its second voluntary petition under Chapter 11
(Bankr. S.D. Fla. Case No. 11-32532) on Aug. 11, 2011, before the
Hon. Laurel M. Isicoff.  Jeffrey P. Bast, Esq., at Bast Amron LLP,
in Miami, Florida -- jbast@bastamron.com -- serves as the Debtor's
bankruptcy counsel.  Jeffery J. Pardo, Esq., at Pardo Gainsburg
P.L., in Miami, Florida, is the Debtor's special litigation
counsel.

The Debtor disclosed $17,590,927 in assets and $25,076,637 in
liabilities.

Deadline to file a complaint to determine dischargeability of
certain debts is Nov. 14, 2011.  Proofs of Claim are due by
Dec. 12, 2011.


MAYSVILLE INC: Hires Sebastian Jaramillo as Tenant Counsel
----------------------------------------------------------
Maysville, Inc., asks permission from the U.S. Bankruptcy Court
for the Southern District of Florida, Main Division, to employ the
law firm of Sebastian Jaramillo, P.A., to serve as the Debtor's
landlord/tenant counsel.

An integral part of the Debtor's business operations is in the
renting of its apartment and condominium units, and, from time to
time, the Debtor requires the services of a landlord/tenant
attorney to handle the evictions of tenants who default on their
lease obligations.

There are currently some tenants in default on their lease
obligations, and in order to re-lease those units and thus
maximize the Debtor's revenues to satisfy its obligations to
creditors, the Debtor needs to retain the services of Jaramillo.

The Debtor requests authorization to employ Jaramillo to institute
these eviction proceedings against the defaulted tenants to
mitigate its losses of rents and to enable the Debtor to re-lease
the units once they are vacated.

The Debtor believes that Jaramillo is qualified to advise the
Debtor in landlord/tenant matters, and, more specifically,
eviction proceedings.

Sebastian Jaramillo, Esq., attest that his firm is a disinterested
person as that term is described in Sec. 101(14) of the Bankruptcy
Code as required by Sec. 327(a).

Jaramillo seeks to be compensated and reimbursed for costs,
pursuant to Sections 330 and 331 of the Bankruptcy Code, for
services rendered and costs incurred on behalf of the Debtor.

                          About Maysville

Maysville, Inc., owns and rents condominium and apartment units in
a property called the Platinum Condominium located at Biscayne
Boulevard and 29th Street in Miami, Florida.

Maysville filed its second voluntary petition under Chapter 11
(Bankr. S.D. Fla. Case No. 11-32532) on Aug. 11, 2011, before the
Hon. Laurel M. Isicoff.  Jeffrey P. Bast, Esq., at Bast Amron LLP,
in Miami, Florida -- jbast@bastamron.com -- serves as the Debtor's
bankruptcy counsel.  Jeffery J. Pardo, Esq., at Pardo Gainsburg
P.L., in Miami, Florida, is the Debtor's special litigation
counsel.

The Debtor disclosed $17,590,927 in assets and $25,076,637 in
liabilities.

Deadline to file a complaint to determine dischargeability of
certain debts is Nov. 14, 2011.  Proofs of Claim are due by
Dec. 12, 2011.


MEDCORP INC: Bank Sues Co-Founder et al. for Hiding Money
---------------------------------------------------------
Jim Sielicki at The Toledo (Ohio) Blade reports that Huntington
National Bank has sued the co-founder of MedCorp Inc., his wife,
and one of their sons for allegedly hiding money in their son's
bank accounts to avoid paying a $10 million judgment stemming from
defaulted loans.

According to the report, the suit filed in Lucas County Common
Pleas Court in Ohio asserts claims Richard Bage and his wife,
Laurette, wired $272,222 into three bank accounts controlled by
their son, Justin Bage.  The bank obtained a court order freezing
Mr. Bage's bank accounts Thursday, the day the suit was filed.

Mr. Sielicki says Huntington's lawsuit alleges Justin Bage opened
the accounts at PNC Bank on Aug. 12, 2010, six days after
Huntington received a $10 million judgment against Richard and
Laurette Bage for defaulting on two commercial loans to MedCorp.

The report relates that the Bages have denied in a debtors'
examination ordered by the bankruptcy court that they transferred
money or assets to anyone, including their son.  But Huntington,
which obtained Justin's PNC bank statements, found deposits
totaling $272,222 between Feb. 22 and July 13. "Despite earning
. . . [an approximate] $50,000/year salary as an employee of
MedCorp, Justin's bank records reflect deposits and/or
transactions which on certain days exceed his yearly salary," it
said.

The report notes the suit also said Laurette Bage began diverting
her earnings of $6,000 a month from her new employer into Mr.
Bage's bank account.  "In light of the foregoing, it is evident
that a substantial portion of the monies being deposited into and
transferred from Justin's accounts are in reality the assets of
Richard and Laurette," the lawsuit said.

The report notes Huntington is demanding repayment of loans,
compensatory and punitive damages, and attachment or garnishment
of the Bages' assets.

MedCorp, Inc., filed a Chapter 11 petition (Bankr. N.D. Ohio Case
No. 11-33239) on June 10, 2011, estimating assets and debts of up
to $50,000.  Affiliate Medcorp E.M.S. South, LLC (Bankr. N.D. Ohio
Case No. 11-33256) and Stickney Avenue Investment Properties LLC,
also filed.

MedCorp filed for Chapter 11 protection to halt the pending sale
of the ambulance company to Enhanced Equity Fund LP, which bid
$5.3 million in cash to buy the firm.  The sale was ordered by
Lucas County Common Pleas Court Judge Gary Cook, who is presiding
over a MedCorp receivership case that began in August. Mark Uhrich
of Hillyer Group LLC is the receiver.

Judge Richard Speer is presiding over the bankruptcy cases.


MEDIA GENERAL: Moody's Downgrades CFR to B3; Outlook Negative
-------------------------------------------------------------
Moody's Investors Service downgraded Media General, Inc.'s (Media
General) Corporate Family Rating (CFR) and senior secured bond
rating to B3 from B2, and lowered the company's speculative-grade
liquidity rating to SGL-4 from SGL-3. The rating actions reflect
the liquidity pressure from the approaching March 2013 credit
facility maturity and heightened risk of a covenant violation, as
well as the operating pressure from a weaker advertising market.
The rating outlook is negative.

Downgrades:

   Issuer: Media General, Inc.

   -- Corporate Family Rating, Downgraded to B3 from B2

   -- Probability of Default Rating, Downgraded to B3 from B2

   -- Senior Secured Regular Bond/Debenture, Downgraded to B3,
      LGD3 - 44% from B2, LGD3 - 44%

   -- Speculative Grade Liquidity Rating, Downgraded to SGL-4 from
      SGL-3

RATINGS RATIONALE

The downgrade reflects Moody's concern regarding the maturity of
Media General's credit facility in March 2013 and heightened risk
of violating the financial maintenance covenants in the facility,
which are creating liquidity pressure. Media General does not
generate sufficient free cash flow to meet the March 2013 maturity
and is thus dependant on credit market access to refinance the
loans. Moody's believes tighter credit market conditions, Media
General's debt structure, and an expected softening of the
advertising market based on downward revisions to economic growth
will create challenges to completing a refinancing. The B3 CFR is
based on Moody's expectation that Media General can address its
liquidity issues, but that the increased interest cost will weaken
the company's free cash flow generation and ability to reduce debt
and its high leverage.

Moody's projects Media General's EBITDA will decline by
approximately 25% in 2011 and rebound by 25-35% in 2012 based on
the odd/even year political spending cycle and ongoing declines in
newspaper revenue. Moody's assumes Medial General will
aggressively manage its cost structure and seek to further reduce
costs in response to any incremental revenue weakness.

Moody's believes based on the EBITDA forecasts that Media General
will generate free cash flow that is minimal in 2011 and
approximately $20-30 million in 2012 before factoring in the cost
of a refinancing. This provides limited flexibility to absorb
higher interest costs that are likely to result from a refinancing
notwithstanding the approximate $10 million annual benefit the
company will reap from the expiration of its interest rate swap in
August 2011.

Moody's continues to believe Media General's flexibility is
hampered by its debt structure and prior actions to manage through
the 2008-2009 recession. The company eliminated its dividend,
provided security and guarantees to its bank lenders to obtain
covenant amendments, and issued a secured bond in February 2010 to
help reduce borrowings under and extend the term of its prior
credit facility. Because Media General's entire debt structure is
secured with pari passu liens, Moody's believes future refinancing
options are also complicated by a limited ability to offer
prospective lenders a senior position to the bonds as an
inducement to complete a transaction. In addition, the appetite
for an unsecured transaction is likely to be low and the existing
secured notes are not callable until February 2014 (except via an
unattractive make-whole premium).

The downgrade of the speculative-grade liquidity rating to SGL-4
from SGL-3 reflects heightened risk of a covenant violation over
the next 12-15 months. The March 2013 credit facility maturity
remains outside of the 12-15 month SGL rating horizon at present
but would further solidify the SGL-4 rating if the maturity is not
addressed by the end of 2011. Media General has no maturities
prior to March 2013 and Moody's believes the company's existing
cash ($13.6 million as of 6/28/11), projected free cash flow
generation and undrawn $70 million revolver provide sufficient
resources to meet its cash obligations prior to the maturity.

Media General's B3 CFR reflects the company's good local market
media position, high leverage, modest free cash flow generation,
and weak liquidity position. The company has good local news and
information infrastructure, strong local advertiser relationships,
and markets with generally favorable long-term growth prospects.
Revenue is concentrated in the Southeast and is vulnerable to
cyclical client spending, which creates heightened risk as the
U.S. economy flirts with a recession. Media General's mature
newspapers and, to a much lesser extent, broadcast properties are
also facing increasing competition for consumers and advertisers
as media consumption habits shift to online and digital platforms.
Moody's believes this will pressure advertising volumes and weaken
pricing power over the long-term. High debt-to-EBITDA leverage
(7.5x LTM 6/27/11 incorporating Moody's standard adjustments) and
modest free cash flow generation limit financial flexibility to
manage the operating and liquidity challenges.

The negative rating outlook reflects concern that the cost of
obtaining a covenant amendment and addressing the March 2013
credit facility maturity could exceed the expectations built into
the B3 CFR and further weaken free cash flow generation, and that
the advertising market could deteriorate and make it more
challenging for Media General to address its liquidity challenges.

Media General's ratings could be downgraded if Moody's expects the
company's free cash flow and debt reduction capacity to weaken, if
the likely cost of refinancing increases relative to Moody's
expectations, or if the company's prospective ability to address
its liquidity issues deteriorates. An upgrade is unlikely.
However, Moody's would consider changing the rating outlook to
stable if Media General is able to address its liquidity issues
within the interest rate expectations factored into the B3 CFR,
the advertising market is stable or growing and the company is
able to reduce operating costs.

The principal methodology used in rating Media General was the
Global Broadcast Industry Methodology published in June 2008.
Other methodologies used include Loss Given Default for
Speculative Grade Issuers in the US, Canada, and EMEA, published
June 2009.

Media General, headquartered in Richmond, VA, is a local news,
information and entertainment provider. The company operates 18
television stations, 20 daily newspapers, more than 200 other
publications, and online enterprises primarily in the Southeastern
United States. Revenue was approximately $660 million for the LTM
ended June 2011.


MENDOCINO COAST: S&P Cuts Underlying Rating on GO Bonds to 'CC'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its underlying rating
(SPUR) to 'CC' from 'B-' on the Mendocino Coast Health Care
District, Calif.'s general obligation (GO) bonds. The outlook is
stable.

"The downgrade is based on our view of the district's weakened
cash and financial position," said Standard & Poor's credit
analyst Jen Hansen.

More specifically, the rating action reflects S&P's view of the
district's:

    Weak operating performance for fiscal 2009 through fiscal
    2011;

    Balance sheet erosion and, in particular, weak liquidity
    metrics; and

    Unfavorable demographics in the local economy, which is
    centered on tourism and has below-average wealth indicators.


METRPOLITAN HEALTH: S&P Affirms BB+ Rating on Series 2005A Bonds
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook to stable
from negative on Kent Hospital Financing Authority, Mich.'s
$133.67 million series 2005A hospital revenue bonds, issued
for Metropolitan Health Corp. (Metro Health). Standard & Poor's,
at the same time, affirmed its 'BB+' long-term rating on the
series 2005A bonds.

"The revision of the outlook is based on stable operations that we
anticipate will improve and the continued growth of the balance
sheet in fiscal 2011," said Standard & Poor's credit analyst Brian
Williamson.

The 'BB+' rating continues to reflect S&P's view of Metro
Health's:

    Weak balance sheet ratios with a high debt-to-capitalization
    ratio, slim but improving liquidity, and low but improving
    cash to debt ratio;

    Operating margins that are more commensurate with a higher
    rating level; and

    Maintenance of its market share with the anticipation of
    future growth due to steps taken by management.

"We understand that Metro Health does not expect to issue any new
debt in the near future except for the possible purchase of its
power plant facilities. Currently, Metro Health has no swaps in
place," S&P stated.

The obligated group consists of Metropolitan Health Corp.,
Metropolitan Hospital, and Metropolitan Foundation. As of June 30,
2011, these entities accounted for 99% of the total assets and 93%
of the total revenues of Metro Health. Metropolitan Hospital
operates a 208-licensed-bed, acute-care osteopathic hospital
facility with all private rooms in Grand Rapids, Mich. The Grand
Rapids metropolitan area is the second-largest metropolitan area
in the state, after metropolitan Detroit.


MICROBILT CORP: Wins OK to Hire Sherman Silverstein as Attys.
-------------------------------------------------------------
MicroBilt Corporation and CL Verify, LLC sought and obtained the
approval of Honorable Michael B. Kaplan to employ Sherman,
Silverstein, Kohl, Rose & Podolsky, P.A. as their special
litigation counsel pursuant to Sections 327(e), 328, and 1107(b)
of the Bankruptcy Code, in substitution of Maselli Warren, PC,
effective as of August 8, 2011.

Maselli Warren was hired to, among other things, assist the
Debtors in various litigation matters including litigation with
(i) Chex Systems, Inc. in the U.S. District Court for the Middle
District of Florida; (ii) CIT Communications, Inc. in Superior
Court of New Jersey; (iii) LC2, Inc. in the Superior Court of New
Jersey; (iv) Oxford Technology, Inc.; and (v) various other legal
and corporate matters.

Maselli Warren has informed the Debtors that it is no longer able
to handle the Debtors' special litigation matters.  According to
Paul J. Maselli, Esq., the attorney at Maselli Warren with primary
responsibility for handling litigation in the Debtors' cases, the
firm "underestimated the breadth and scope of the services
required to handle the special litigation matters" in these
Chapter 11 cases and that the Firm does not have the capacity to
continue as Special Litigation Counsel to the Debtors.

The Debtors have determined that it is in their best interests to
retain Bruce Luckman, Esq., of Sherman Silverstein, a firm that
has experience and expertise in litigating matters relating to the
Fair Credit Reporting Act and the Consumer Reporting Agency
industry, in substitution of Maselli Warren.

Subject to an allocation of assignments between the Debtors'
bankruptcy counsel, Lowenstein Sandler PC, and Sherman
Silverstein, special counsel may be requested to render these
services to the Debtors:

     * Assist the Debtors in connection with Chex's motion to
       compel the assumption or rejection of certain contract and
       the Debtors' motion to assume certain executory contract;

     * Assist the Debtors with the motion of Early Warning
       Services, LLC for relief from the automatic stay and any
       other actions commenced by Early Warning;

     * Assist the Debtors with any matters concerning FCRA and
       CRA; and

     * Perform additional services as requested by the Debtors.

Sherman Silverstein will be retained under a general retainer and
will be compensated in accordance with the procedures set forth in
Sections 330 and 331 of the Bankruptcy Court, the applicable
Federal Rules of Bankruptcy Procedure, the rules of the Bankruptcy
Court, and other procedures as have been or may be fixed by Court
order.

                      About MicroBilt Corporation

MicroBilt Corporation in Princeton, New Jersey, and CL Verify LLC
in Tampa, Florida, offer small business owner solutions for fraud
prevention, consumer financing, debt collection, skip tracing and
background screening.  MicroBilt provides access to over 3 billion
debit account records, nearly 30 billion pieces of demographic and
public record data and over 100 million unique consumer records to
prevent identity fraud, evaluate credit risk and retain customer
relationships.

MicroBilt and CL Verify filed for Chapter 11 five days apart:
MicroBilt (Bankr. D. N.J. Case No. 11-18143) on March 18, 2011,
and CL Verify (Bankr. D. N.J. Case No. 11-18715) on March 23,
2011.  The Debtors tapped Lowenstein Sandler PC as their counsel,
and Maselli Warren, PC, as their special litigation counsel.

MicroBilt estimated $10 million to $50 million in both assets and
debts.  CL Verify estimated $100 million to $500 million in
assets, but under $1 million in debts.  Court papers say the
Debtors have roughly $8.4 million in unsecured debt and no secured
debt.  The Debtors believe they have an enterprise value of $150
million to $180 million.


MICROSEMI CORP: S&P Affirms 'BB-' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on Aliso Viejo, Calif.-based Microsemi Corp. and
removed the rating from CreditWatch with negative implications,
where it had been placed on July 25, 2011. The outlook on the
corporate credit rating is stable.

"We also affirmed our 'BB+' senior secured rating on the existing
term loan but expect to withdraw that rating upon completion of
the transaction. The 'BB+'senior secured rating on the existing
revolving credit remains on CreditWatch Negative and we expect to
lower it to 'BB', equal to the preliminary rating on the new $800
million term loan, upon completion of the transaction," S&P
stated.

"At the same time, we assigned our preliminary 'BB' issue-level
rating (one notch above the corporate credit rating) and
preliminary '2' recovery rating to the company's $800 million
first-lien senior secured credit facility. The '2' recovery rating
indicates our expectation for substantial (70%-90%) recovery of
principal in the event of payment default," S&P said.


MORGAN'S FOODS: KFC Pre-Negotiation Pact Extended to Oct. 31
------------------------------------------------------------
Morgan's Foods, Inc., previously disclosed in a report on Form 8-K
filed with the SEC on May 20, 2011, that it had entered into a
Pre-negotiation Agreement with KFC Corporation for the purpose of
finalizing plans to raise capital to fund a remodeling schedule
for certain of the Company's KFC restaurants.  The original
deadline for completion of the process was Aug. 31, 2011, and, as
disclosed in a Form 8-K filed on Sept. 1, 2011, that deadline was
extended to Sept. 30, 2011, in order continue the process.
Negotiations have yielded an understanding on the timing of
required image enhancements but because the formal remodel
agreement could not be completed by the Sept. 30, 2011, deadline
the Company entered into an agreement with KFC on Sept. 28, 2011,
to further extend the deadline to Oct. 31, 2011.  Also, on
Sept. 29, 2011, the Company entered into a letter of intent with a
financing source intended to provide the capital to retire the
existing debt on which the Company is in default.  While
management continues to believe that its remodel agreement and
recapitalization plans will be completed successfully, there can
be no assurance that the Company will be able to finalize an
agreement with KFC regarding image enhancements, that the Company
will complete the financial restructuring, or that the
restructuring will create the ability for the Company to complete
a satisfactory number of image enhancements.

                       About Morgan's Foods

Cleveland, Ohio-based Morgan's Foods, Inc., which was formed in
1925, operates through wholly-owned subsidiaries KFC restaurants
under franchises from KFC Corporation, Taco Bell restaurants under
franchises from Taco Bell Corporation, Pizza Hut Express
restaurants under licenses from Pizza Hut Corporation and an A&W
restaurant under a license from A&W Restaurants, Inc.

As of May 20, 2011, the Company operates 56 KFC restaurants,
5 Taco Bell restaurants, 10 KFC/Taco Bell "2n1's" under franchises
from KFC Corporation and franchises from Taco Bell Corporation,
3 Taco Bell/Pizza Hut Express "2n1's" under franchises from Taco
Bell Corporation and licenses from Pizza Hut Corporation,
1 KFC/Pizza Hut Express "2n1" under a franchise from KFC
Corporation and a license from Pizza Hut Corporation and 1 KFC/A&W
"2n1" operated under a franchise from KFC Corporation and a
license from A&W Restaurants, Inc.

The Company reported a net loss of $988,000 on $89.9 million of
revenues for the fiscal year ended Feb. 27, 2011, compared with
net income of $396,000 on $90.5 million of revenues for the fiscal
year ended Feb. 28, 2010.

The Company's balance sheet at Aug. 14, 2011, showed $42.91
million in total assets, $42.75 million in total liabilities and
$161,000 in total shareholders' equity.

Grant Thornton LLP, in Cleveland, Ohio, expressed substantial
doubt about Morgan's Foods' ability to continue as a going
concern.  The independent auditors noted that as of Feb. 27, 2011,
the Company was in default and cross default of certain provisions
of its most significant credit agreements and in default of the
image enhancement requirements under franchise agreements for
certain of its restaurants.


MOUNT SINAI: Fitch Raises Rating on Revenue Bonds From 'BB+'
------------------------------------------------------------
As part of its continuous surveillance efforts, Fitch Ratings has
upgraded the ratings on the following revenue bonds issued by the
Miami Beach Health Facilities Authority on behalf of Mount Sinai
Medical Center (MSMC) of Greater Miami, Inc. to 'BBB-' from 'BB+':

  -- Approximately $93,847,000 hospital revenue refunding bonds,
     series 2004;

  -- Approximately $68,812,000 hospital revenue bonds, series
     2001A;

  -- Approximately $94,904,000 hospital revenue bonds, series
     1998.

The Rating Outlook is revised to Stable from Positive.

Debt service payments are secured by a pledge of gross revenues, a
first mortgage on all of the Medical Center's property, and a debt
service reserve account.  In addition, the Mount Sinai Medical
Foundation (the foundation) has provided an unconditional guaranty
on the bonds.

The rating upgrade to 'BBB-' from 'BB+' reflects the sustained
improvement in MSMC's profitability and liquidity ratios driven by
the medical center's positive utilization trends as well as
effective expense reduction strategies implemented over the past
three fiscal years by the medical center's management team.  MSMC
was able to hold its expense increase year over year to 2.8%.
Salaries and wages were held to a 2.9% increase and bad debt
expense only increased 1.1% year over year.

Fitch's primary credit concern relates to MSMC's high debt load
and the uncertainty associated with management's efforts to sell
the Miami Heart Institute (acquired in 2000 using bridge
financing, and refinanced with the proceeds from the medical
center's 2001 bond financing).  As a result of the acquisition,
MSMC's debt to capitalization ratio of 72.7% is significantly
higher than the median for the rating category.  Debt burden is
high as indicated by MADS equating to 5.2% of fiscal 2010
revenues.

The disposition of the institute (and the related debt and
expenses) remains a credit concern; however, the ability of MSMC
to generate solid coverage ratios without the benefit of any
additional income from the institute is a strong positive rating
factor.  The property has been for sale since late 2007 but given
the severely troubled commercial real estate market in South
Florida, a sale without a substantial discount seems unlikely.

MSMC is the only hospital in Miami Beach and enjoys strong
community support through the foundation.  Besides providing an
unconditional guarantee on MSMC's long-term debt, the foundation,
which has net assets of $87 million, has made an annual
contribution of $10 million to the medical center for working
capital needs in fiscal year 2010 and $2.5 million year to date in
fiscal 2011.  According to management, roughly $53 million of the
foundation assets are board designated. Adding those funds to
MSMC's unrestricted cash and investment position at June 30, 2011
would cause MSMC's days cash on hand and cash to debt metrics to
improve to 187 and 89.7%, respectively.

MSMC faces some competitive pressure from other facilities in
Miami and the surrounding areas, but market share improved
modestly in FY2011 compared to FY2010.  MSMC inpatient admissions
trend has slowed in the interim period ending June 30, 2011,
falling to a 0.5% increase in admissions following a 5.6% increase
in admissions between FY2009 and 2010, but the medical center
continues to have solid growth in cardiac procedures with a 10.3%
increase in diagnostic cardiac cats and a 11.7% increase in
pacemaker implants as compared to the prior year.

MSMC has $251 million of long-term debt outstanding of which 100%
is in fixed rate mode. The hospital doesn't use swaps or other
derivatives in its debt portfolio.

Mount Sinai Medical Center, a teaching hospital operated on three
campuses in Miami Beach, is licensed for 955 beds of which 715 are
staffed. The medical center offers a wide range of services
including tertiary level services in oncology and cardiology.
MSMC also operates two satellite primary care centers in Key
Biscayne and Hialeah and a free standing emergency room in
Aventurra.  MSMC had total operating revenues of $520 million at
fiscal year end Dec. 30, 2010.  MSMC covenants to provide annual
and quarterly disclosure to bondholders. Quarterly disclosure is
excellent, and includes management discussion and analysis, a
balance sheet, income statement, cash flow statement, and
utilization statistics.  MSMC also conducts regular quarterly
conference calls for investors.


MSR RESORT: MetLife, Midland Oppose Settlement Deal With Singapore
------------------------------------------------------------------
Sindhu Sundar at Bankruptcy Law360 reports that a MetLife
Insurance Co. affiliate and Midland Loan Services Inc. objected
Sunday to a settlement between MSR Resort Golf Course LLC and
Government of Singapore Investment Corp. allowing the bankrupt
resort owner to further extend the exclusivity period for filing
its Chapter 11 plan.

According to Law360, the lenders took issue with a Sept. 20
agreement in which the Singapore government-controlled investment
firm GIC RE agreed to drop its $1.5 billion offer to buy MSR out
of its secured debt and to cooperate with its restructuring plan.

                         About MSR Resort

MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc.,
owns a portfolio of eight luxury hotels with over 5,500 guest
rooms, including the Arizona Biltmore Resort & Spa in Phoenix, the
Ritz-Carlton in Orlando, Fla., and Hawaii's Grand Wailea Resort
Hotel & Spa in Maui.

On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the
portfolio through a foreclosure proceeding.  CNL-AB LLC is a joint
venture consisting of affiliates of Paulson & Co. Inc., a joint
venture affiliated with Winthrop Realty Trust, and affiliates of
Capital Trust, Inc.

Morgan Stanley's CNL Hotels & Resorts Inc. owned the resorts
before the Jan. 28 foreclosure.

Following the acquisition, five of the resorts with mortgage debt
scheduled to mature on Feb. 1, 2011, were sent to Chapter 11
bankruptcy by the Paulson and Winthrop joint venture affiliates.
MSR Resort Golf Course LLC and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan
on Feb. 1, 2011.  The resorts subject to the filings are Grand
Wailea Resort and Spa, Arizona Biltmore Resort and Spa, La Quinta
Resort and Club and PGA West, Doral Golf Resort and Spa, and
Claremont Resort and Spa.

James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O.
Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis,
LLP, serve as the Debtors' bankruptcy counsel.  Houlihan Lokey
Capital, Inc., is the Debtors' financial advisor.  Kurtzman Carson
Consultants LLC is the Debtors' claims agent.

The five resorts had $2.2 billion in assets and $1.9 billion in
debt as of Nov. 30, 2010, according to court filings.  In its
schedules, debtor MSR Resort disclosed $59,399,666 in total assets
and $1,013,213,968 in total liabilities.


NCI BUILDING: S&P Affirms B Corp. Credit Rating; Outlook Stable
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings NCI
Building Systems Inc., including the 'B' corporate credit rating,
and S&P revised the ratings outlook to stable from negative.

"The outlook revision reflects our assessment that NCI's total
liquidity, which was about $150 million as of July 31, 2011, will
remain around this level and will continue to support the ratings,
despite still-weak commercial construction markets," said Standard
& Poor's credit analyst Thomas Nadramia.

The company's third-quarter (ended July 31, 2011) results showed
modest improvement in sales and EBITDA, with revenues increasing
7% over the prior-year quarter and EBITDA increasing to $14.7
million from $10.2 million in the previous year. Furthermore,
based on recent improvements in orders and backlog, Standard &
Poor's expect NCI's operating results will show further
improvement in the next several quarters, reflecting increased
demand for metal buildings in several niche markets which NCI
serves. "We also expect operating margins will improve through the
realization of past cost saving measures and better absorption of
fixed overhead," S&P stated.

"The ratings on NCI reflect our view of the combination of the
company's highly leveraged financial risk profile, including its
high adjusted-debt-to-EBITDA ratio of nearly 14x, and a weak
business risk profile. NCI's adjusted debt as of July 31, 2011,
totaled about $416 million, including approximately $267 million
of convertible preferred stock. EBITDA to cash interest coverage
was about 1.8x for the 12 month period ended July 31. 2011. Based
on our operating assumptions, total adjusted leverage is likely to
be about 10x over the next several quarters, and we believe
interest coverage will improve to over 3x, given the recent
cancellation of an interest rate hedge (which will reduce
interest costs by $2 million) and our expectations of EBITDA
growth," S&P stated.

"The stable rating outlook reflects our assessment that despite
still-challenging operating conditions in NCI's end markets, we
expect NCI will maintain adequate liquidity to meet all of its
near-term obligations. Specifically, we expect the company to
maintain liquidity of at least $125 million and to improve
coverage of cash interest to over 3x. There are no near-term
maturities of debt, and we expect capital expenditures to be
manageable over the upcoming year. We think credit measures are
likely to improve but will still remain at a level we would
consider weak for the rating for the year. Specifically, total
adjusted leverage is likely to remain around 10x," S&P said.


NEBRASKA BOOK: Says Confirmation May Not Be in October
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Nebraska Book Co., the college bookseller that can't
land $250 million in financing to finance an exit from Chapter 11,
is requesting a four-month extension of the exclusive right to
propose a Chapter 11 plan.  If approved by the bankruptcy court at
an Oct. 18 hearing, the new deadline will be Feb. 22.

Mr. Rochelle recounts that the Company previously disclosed that
prospective lenders have "interest" in making a loan although they
aren't willing as yet to commit financing required for
implementation of the plan.  The reorganization was largely worked
out before the Chapter 11 filing in late June.

The report relates that the plan confirmation hearing originally
was scheduled to occur yesterday.  The hearing already was
postponed to Oct. 24.  In a court filing last week, Nebraska Book
said there is a "substantial possibility" confirmation will be
further delayed.  As originally envisioned, first-lien and second-
lien debt would be paid in full with the new financing.  The plan
would exchange remaining debt for new debt, cash and new stock.
The stock would go mostly to subordinated noteholders of the
operating company and holders of notes issued by the holding
company.  The plan was designed remove $150 million in debt from
the balance sheet.

                    About Nebraska Book Company

Lincoln, Nebraska-based Nebraska Book Company, Inc., is one of the
leading providers of new and used textbooks for college students
in the United States.  Nebraska Book and seven affiliates filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 11-12002
to 11-12009) on June 27, 2011.  Hon. Peter J. Walsh presides over
the case.  Lawyers at Kirkland & Ellis LLP and Pachulski Stang
Ziehl & Jones LLP, serve as the Debtors' bankruptcy counsel.  The
Debtors; restructuring advisors are AlixPartners LLC; the
investment bankers are Rothschild, Inc.; the auditors are Deloitte
& Touche LLP; and the claims agent is Kurtzman Carson Consultants
LLC.  As of the Petition Date, the Debtors had consolidated assets
of $657,215,757 and debts of $563,973,688.

JPMorgan Chase Bank N.A., as administrative agent for the DIP
lenders, is represented by lawyers at Richards, Layton & Finger,
P.A., and Simpson Thacher & Bartlett LLP.  J.P. Morgan Investment
Management Inc., the DIP arranger, is represented by lawyers at
Bayard, P.A., and Willkie Farr & Gallagher LLP.

An ad hoc committee of holders of more than 50% of the Debtors'
Second Lien Notes is represented by lawyers at Brown Rudnick.  An
ad hoc committee of holders of the Debtors' 8.625% unsecured
notes are represented by Milbank, Tweed, Hadley & McCloy LLP.

The Official Committee of Unsecured Creditors selected Lowenstein
Sandler LLP and Stevens & Lee, P.C., as lawyers and Mesirow
Financial Inc. as financial advisers.

Nebraska Book prepared a pre-packaged Chapter 11 plan that would
swap some of the existing debt for new debt, cash and the new
stock.


NEWPAGE CORP: Committee Aims to Keep Liens Off Free Assets
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the official creditors' committee for coated paper
maker NewPage Corp. was scheduled to appear in bankruptcy court
Oct. 4 fighting to keep secured lenders' liens from sopping up
assets not already collateral for secured loans. The hearing
Tuesday is for final approval of $600 million in secured
financing.

The Creditors Committee, the report relates, explained in its
papers filed Oct. 3 how New Page's lien structure is different
from a typical bankrupt company's where lenders have first-lien
and subordinate liens on everything. The lien structure was
created following the 2005 acquisition by Cerberus Capital
Management LP.  The revolving credit lenders, owed $131 million,
will be paid in full by new secured financing for the Chapter 11
case.  The revolver lenders have a first lien on accounts
receivable and inventory.  The $1.77 billion in second-lien notes
are secured by a second-lien on receivables and inventory, the
Committee says.

Mr. Rochelle discloses that according to the Committee, the $1.03
billion owing on two issues of second-lien notes don't have a lien
on accounts receivable and inventory.  Instead, they are secured
by property, plant and equipment, the Committee says.  It points
out that the new secured lending won't subordinate existing
secured debt.  The Committee also notes how NewPage says it is
"cash flow positive."  As a result, the committee argues that
secured lenders currently don't have and shouldn't be given liens
on lien-free assets because the new financing won't present the
possibility of diminishing collateral coverage.

Mr. Rochelle notes that unlike many bankruptcy reorganizations,
the Committee contends that NewPage secured lenders "face no or
very little risk of diminution in the value of their collateral."
Consequently, the Committee warns the judge to prevent secured
lenders from improving "their position at the expense of unsecured
creditors."

The Committee identified several assets not subject to any liens.
The free assets include lawsuits, a non-bankruptcy power-company
subsidiary in Wisconsin, and a paper-making machine.  The
Committee is asking the judge not to permit lenders to have liens
on the unencumbered assets.

The Committee, according to Mr. Rochelle, says that the 60 days
and $100,000 budget for investigating the validity of liens is
inadequate.

                    About NewPage Corporation

Headquartered in Miamisburg, Ohio, NewPage Corporation is the
leading producer of printing and specialty papers in North
America, based on production capacity, with $3.6 billion in net
sales for the year ended December 31, 2010.  The company's product
portfolio is the broadest in North America and includes coated
freesheet, coated groundwood, supercalendered, newsprint and
specialty papers.  These papers are used for corporate collateral,
commercial printing, magazines, catalogs, books, coupons, inserts,
newspapers, packaging applications and direct mail advertising.

NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan,
Minnesota, Wisconsin and Nova Scotia, Canada.  These mills have a
total annual production capacity of approximately 4.1 million tons
of paper, including approximately 2.9 million tons of coated
paper, approximately 1.0 million tons of uncoated paper and
approximately 200,000 tons of specialty paper.

NewPage Corporation, along with affiliates, filed Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12804) on
Sept. 7, 2011.  Martin J. Bienenstock, Esq., Judy G.Z. Liu, Esq.,
and Philip M. Abelson, Esq., Dewey & Leboeuf LLP, in New York,
serve as counsel.  Laura Davis Jones, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serves as co-counsel.
Lazard Freres & Co. LLC is the investment banker, and FTI
Consulting Inc. is the financial advisor.  Kurtzman Carson
Consultants LLC is the claims and notice agent.  In its balance
sheet, the Debtors disclosed $3.4 billion in assets and $4.2
billion in total liabilities as of June 30, 2011.

Attorneys at Young Conaway Stargatt & Taylor, LLP, and Paul,
Hastings, Janofsky & Walker LLP, represent the Official Committee
of Unsecured Creditors.


NEWPAGE CORP: Committee Objects to Debtor-In-Possession Financing
-----------------------------------------------------------------
BankruptcyData.com reports that NewPage's official committee of
unsecured creditors filed with the U.S. Bankruptcy Court an
objection to the Debtors' motion for a final order to obtain
debtor-in-possession financing.

BData, citing documents filed with the Court, says the committee
does not object to the funding itself but asserts that several
issues remain regarding the proposed adequate protection for the
pre-petition secured noteholders.

The committee states, "In an extraordinary case such as this - a
case where secured lenders face no or very little risk of
diminution in the value of their collateral as shown more fully in
our discussion below - the Court should be wary of any attempt be
prepetition secured creditors to improve their position at the
expense of unsecured creditors. Yet that is precisely what is
happening here."

                       The DIP Financing

As reported in Troubled Company Reporter on Sept. 26, 2011,
NewPage Corporation and its debtor affiliates asked the U.S.
Bankruptcy Court for the District of Delaware for approval to
enter into a debtor-in-possession financing facility, grant senior
liens, junior liens and superpriority administrative expense
priority, use cash collateral, provide "adequate protection" to
certain prepetition secured parties, pay in the Debtors'
discretion certain amounts in respect of interest, fees, and
expenses, and scheduling a final hearing with respect to the
relief requested.

The Debtors told the Court that they intend to preserve and
enhance their business as a going concern through the use of cash
collateral and a postpetition credit facility consisting of (i) a
revolver, and (ii) a term loan.  The revolver is a $350 million
superpriority senior secured DIP revolving credit facility.  The
term loan is a $250 million superpriority senior secured term loan
facility.  The DIP Credit Facility and use of Cash Collateral will
provide the Debtors ample liquidity to fund their operations,
capital expenditures, and corporate overhead during the course of
their Chapter 11 cases, Laura Davis Jones, Esq., at Pachulski
Stang Ziehl & Jones LLP, in Wilmington, Delaware --
ljones@pszjlaw.com -- asserted.

                     About NewPage Corporation

Headquartered in Miamisburg, Ohio, NewPage Corporation is the
leading producer of printing and specialty papers in North
America, based on production capacity, with $3.6 billion in net
sales for the year ended December 31, 2010.  The company's product
portfolio is the broadest in North America and includes coated
freesheet, coated groundwood, supercalendered, newsprint and
specialty papers.  These papers are used for corporate collateral,
commercial printing, magazines, catalogs, books, coupons, inserts,
newspapers, packaging applications and direct mail advertising.

NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan,
Minnesota, Wisconsin and Nova Scotia, Canada.  These mills have a
total annual production capacity of approximately 4.1 million tons
of paper, including approximately 2.9 million tons of coated
paper, approximately 1.0 million tons of uncoated paper and
approximately 200,000 tons of specialty paper.

NewPage Corporation, along with affiliates, filed Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12804) on
Sept. 7, 2011.  Martin J. Bienenstock, Esq., Judy G.Z. Liu, Esq.,
and Philip M. Abelson, Esq., Dewey & Leboeuf LLP, in New York,
serve as counsel.  Laura Davis Jones, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serves as co-counsel.
Lazard Freres & Co. LLC is the investment banker, and FTI
Consulting Inc. is the financial advisor.  Kurtzman Carson
Consultants LLC is the claims and notice agent.  In its balance
sheet, the Debtors disclosed $3.4 billion in assets and $4.2
billion in total liabilities as of June 30, 2011.

Attorneys at Young Conaway Stargatt & Taylor, LLP, and Paul,
Hastings, Janofsky & Walker LLP, represent the Official Committee
of Unsecured Creditors.


NIELSEN HOLDINGS: S&P Affirms Corporate Credit Rating at 'BB-'
--------------------------------------------------------------
Standard & Poor's Rating Services affirmed its ratings, including
the 'BB-' corporate credit rating, on Nielsen Holdings N.V. and
its operating company, The Nielsen Co. B.V. (which refer to
collectively as Nielsen). "At the same time, we revised
our rating outlook on the company to positive from stable," S&P
said.

"We revised our outlook on Nielsen to positive from stable based
on our expectation that the company will generate moderate
positive discretionary cash flow and we believe that it could
further reduce leverage through EBITDA growth and debt repayment,"
said Standard & Poor's credit analyst Tulip Lim.

"The ratings on Nielsen reflect our expectation that the New York
City-based media research company will continue to reduce
leverage, although its leverage will remain high. The rating also
reflects our expectation that the company's operating performance
will remain relatively stable, given its significant sources of
recurring revenue and its strong market position. These factors
underpin our assessment of Nielsen's business risk profile as
satisfactory," S&P stated.

"We estimate the company's revenue will grow at a mid-single-digit
percentage rate on a constant currency basis over the next 12
months," said Ms. Lim, "and that its EBITDA will grow at a mid-to-
high-single-digit rate."

Operating in approximately 100 countries, Nielsen is the leading
global provider of retail marketing and media information. The
company has strong market positions in media measurement and
retail marketing information. These businesses enjoy a high
proportion of sales contracted in advance and strong renewal
rates, which lends a degree of stability to cash flows. However,
marketing information contract renewals are highly competitive,
and are linked to the scope of services and pricing. Nielsen must
make ongoing technology investments to remain competitive and
maintain an efficient cost structure.

"The rating outlook is positive. We expect Nielsen's business to
grow moderately, and believe the company will deleverage over the
intermediate term. We could raise the rating if the company
reduces adjusted leverage to below 4.75x and makes progress toward
reducing its 2013 maturities. We think this could occur if its
revenue grows at a mid-single-digit percent rate and the company
raises its EBITDA margin by between 30 basis points (bps) and 50
bps over the next 12 months; and if it directs more than $350
million of its discretionary cash flow to debt reduction, rather
than to shareholder returns or cash- and debt-financed
acquisitions. We also factor into our view of the company its
success in building online audience measurement tools that gain
market acceptance. We could revise the outlook back to stable if
we become convinced that the company's growth will slow, if it
becomes apparent that it will not be able to reduce and maintain
adjusted leverage below 4.75x over the near term, or if the
company does not make progress toward reducing its 2013
maturities," S&P stated.


NO FEAR: SK Continues as NFMX Attorney Post-Sale
------------------------------------------------
No Fear Retail Stores, Inc., No Fear MX, Inc., and Simo Holdings,
Inc. sought and obtained the Honorable Margaret M. Mann's approval
of their supplemental application regarding the continued
employment of SulmeyerKupetz as counsel.

Now that the sale of substantially all of the Debtors' assets have
concluded, the Debtors, the NFRS creditors' committee, and the SHI
creditors' committee intend to expeditiously pursue confirmation
of a Chapter 11 plan of liquidation that will distribute the net
proceeds of the sales to creditors pursuant to the priorities set
forth in the Bankruptcy Code.

In connection with these efforts, the Plan Proponents have
collectively had initial discussions on how to address areas of
potential conflict among each of the Debtors' estates while
minimizing overall professional costs related to exiting Chapter
11.  The issues include whether the Plan should provide for the
substantive consolidation for the Debtors' assets and liabilities
and whether prepetition transfers of intellectual property by SHI
to NFRS should be avoided as constructively fraudulent.

As the Plan Proponents have discussed with the U.S. Trustee and at
the Chapter 11 case status conference conducted by the Court on
Aug. 25, 2011, the Plan Proponents seek to proceed in this manner,
subject to Court approval, in an effort to ensure that each of the
Debtors' estates are fairly and adequately represented in
evaluating these issues while at the same time minimizing
professional costs.

With respect to Substantive Consolidation Issues and the
Fraudulent Transfer Issues, (i) SK will represent the interests of
the NFMX estate; (ii) Pachulski Stang Ziehl & Jones LLP will
represent the interests of the NFRS estate; and (iii) Gibson Dunn
& Crutcher will represent the interests of the SHI estate.

The financial analysis necessary to address these issues will be
performed jointly by BDO Consulting, currently financial advisors
to the NFRS Committee and the SHI Committee, and Avant Advisory
Services, currently the chief restructuring officer for all the
Debtors.

It is contemplated that SK, Pachulski Stang, and Gibson Dunn, with
input from BDO Consulting and Avant Advisory, will prepare a joint
memorandum setting forth the agreed facts, disputed facts, and a
summary of the legal arguments relating to each of the issues as
well as a recommendation as to a potential resolution of the
issues and the supporting rationale.

                       About No Fear Retail

Carlsbad, California-based No Fear Retail Stores, Inc., is a
retailer of action, sports, and casual youth lifestyle apparel and
accessories, targeting young adults and teens.  It operates 41
retail locations in California, Oregon, Arizona, Florida, Nevada,
North Carolina, and Texas.

No Fear filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Calif. Case No. 11-02896) on Feb. 24, 2011.  David S. Kupetz,
Esq., at Sulmeyer, Kupetz, A Professional Corp, serves as the
Debtor's bankruptcy counsel.  The Debtor tapped Jones Day as
special intellectual property counsel; Avant Advisory Group's
George Blanco as chief restructuring officer, and Venturi &
Company LLC, as financial advisors.

The Debtor estimated disclosed $31,648,063 in assets and
$12,552,985 in liabilities as of the Chapter 11 filing.

Affiliates No Fear MX, Inc. (Bankr. S.D. Calif. Case No. 11-02897)
and Simo Holdings, Inc. (Bankr. S.D. Calif. Case No. 11-02898)
filed separate Chapter 11 petitions on Feb. 24, 2011.

Tiffany L. Carroll, the Acting U.S. Trustee for Region 15,
appointed three creditors to serve on an Official Committee of
Unsecured Creditors of No Fear MX, Inc.  Pachulski Stang
Ziehl & Jones LLP represents the Committee.  BDO USA LLP serves as
financial advisor to provide financial advisory services to the
Committee.


OMNICITY INC: Files for Chapter 11 Bankruptcy Protection
--------------------------------------------------------
InsideINdianaBusiness.com reports that Rushville, Ind.-based
Omnicity Inc. has filed for Chapter 11 protection in the U.S.
Bankruptcy Court, Southern District of Indiana.  Omnicity Inc.
provides broadband access for rural areas.  The Indiana company
expanded into Ohio in 2010 and at the time planned to become for
first broadband provider to spread throughout rural America.

Omnicity, Inc., filed a Chapter 11 petition (Bankr. S.D. Ind. Case
No. 11-12303), disclosing under $1 million in assets and debts, on
Sept. 29, 2011.  See http://bankrupt.com/misc/insb11-12303.pdf


ORAGENICS INC: Registers 500,000 Common Shares Under Option Plan
----------------------------------------------------------------
Oragenics, Inc., filed with the U.S. Securities and Exchange
Commission a Form S-8 registration statement to register 500,000
additional shares of common stock authorized for issuance under
the Company's Amended and Restated 2002 Stock Option and Incentive
Plan.  The proposed maximum aggregate offering price is $775,000.
A full-text copy of the filing is available for free at:

                        http://is.gd/7Q9jLM

                        About Oragenics Inc.

Tampa, Fla.-based Oragenics, Inc. -- http://www.oragenics.com/--
is a biopharmaceutical company focused primarily on oral health
products and novel antibiotics.  Within oral health, Oragenics is
developing its pharmaceutical product candidate, SMaRT Replacement
Therapy, and also commercializing its oral probiotic product,
ProBiora3.  Within antibiotics, Oragenics is developing a
pharmaceutical candidate, MU1140-S and intends to use its
patented, novel organic chemistry platform to create additional
antibiotics for therapeutic use.

The Company's balance sheet at June 30, 2011, showed $1.3 million
in total assets, $6.3 million in total liabilities, and a
stockholders' deficit of $5.0 million.

As reported in the TCR on April 5, 2011, Kirkland, Russ, Murphy &
Tapp, P.A., in Clearwater, Fla., expressed substantial doubt about
Oragenics' ability to continue as a going concern, following the
Company 2010 results.  The independent auditors noted that the
Company has incurred recurring operating losses, negative
operating cash flows and has an accumulated deficit.


PALM DRIVE: S&P Raises Underlying Rating GO Bonds to 'CC'
---------------------------------------------------------
Standard & Poor's Ratings Services raised its underlying rating
(SPUR) to 'CC' from 'C' on Palm Drive Health Care District,
Calif.'s series 2000 general obligation (GO) bonds. The 'C' rating
is generally used to cover a situation in which a bankruptcy
petition has been filed but payments on the obligation are being
made.

"The raised rating is based on our view of the district's
emergence from bankruptcy and our assessment of the hospital's
financial operations," said Standard & Poor's credit analyst Misty
Newland.

"Based on our criteria for rating tax-backed hospital district
bonds, the financial position and general creditworthiness of the
hospital facilities operated by the issuing district is based on
generally established hospital criteria, with a focus on a
hospital's ability to meet all of its obligations. In addition,
ratings of 'B+' or lower, in accordance with our criteria,
reflect the hospital credit. The outlook is stable," S&P said.

The rating reflects S&P's opinion of the district's:

    Thin financial flexibility, with persistent deficit operating
    results, net of tax support, despite a 2% increase in net
    revenue due to 5% growth in operating expenses;

    Decline in utilization for fiscal 2011;

    History of turnover in key management positions and the
    requirement that contracts be renewed with the current
    management company on Dec. 2, 2012; and

    Exposure to operational volatility given its small size, with
    37 beds, and competitive market with the presence of Kaiser.

According to the fiscal 2010 audited financial statements, about
$5.3 million of GO bonds were outstanding. "It is our
understanding that all debt service payments have been made since
the district filed for bankruptcy protection under Chapter 9 in
April 2007, which we believe somewhat offsets the weaknesses," S&P
added.


PALM HARBOR: Files Schedules of Assets and Liabilities
------------------------------------------------------
Palm Harbor Homes, Inc., filed with the U.S. Bankruptcy Court for
the District of Delaware its schedules of assets and liabilities,
disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $12,711,323
  B. Personal Property           $90,350,436+
                                 Undetermined
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                Undetermined
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $13,905+
                                                   Undetermined
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $1,231,072+
                                                  Undetermined
                                 -----------      -----------
        TOTAL                   $103,061,759+      $1,244,977+
                                Undetermined      Undetermined

Debtor-affiliates also filed their respective schedules
disclosing:

         Company                       Assets       Liabilities
         -------                       ------       -----------

Palm Harbor GenPar, LLC              Undetermined        $8,727

Palm Harbor Homes, Inc.              $103,061,759+   $1,244,977+
                                     Undetermined   Undetermined

Palm Harbor Manufacturing, LP         $87,703,331+      $820,142+
                                     Undetermined   Undetermined

                       About Palm Harbor Homes

Addison, Texas-based Palm Harbor Homes, Inc. --
http://www.palmharbor.com/-- manufactured and marketed factory-
built homes.  The Company marketed nationwide through vertically
integrated operations, encompassing manufactured and modular
housing, financing and insurance.

Palm Harbor, along with affiliates, filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 10-13850) on
Nov. 29, 2010.  It disclosed $321,263,000 in total assets and
$280,343,000 in total debts.

Brian Cejka at Alvarez & Marsal is the Debtors' chief
restructuring officer.  Raymond James and Associates, Inc., is the
Debtors' investment banker.  Alvarez & Marshal North America, LLC,
is the Debtors' financial advisor.  BMC Group, Inc., is the
Debtors' claims agent.  Pachulski Stang Ziehl & Jones LLP serves
as counsel to the Official Committee of Unsecured Creditors.

Following a court-approved sale process, Palm Harbor in March 2011
sold its business for $85.25 million to Fleetwood Enterprises
Inc., a venture between Cavco Industries Inc. and a fund advised
by Third Avenue Management LLC.  Fleetwood is providing up to $55
million in secured financing for Palm Harbor's reorganization.


PALMAS COUNTRY: Court Confirms Plan of Reorganization
-----------------------------------------------------
The Honorable Enrique S. Lamoutte Inclan has confirmed the Second
Chapter 11 Plan of Reorganization of Palmas Country Club Inc.,
dated June 1, 2011, finding that the requirements for confirmation
set forth in Section 1129(a) of the Bankruptcy Code have been
satisfied, in an order dated August 11, 2011.  The Debtor's plan
confirmation motion with respect to its Second Amended Plan is
granted.

The Court denied prior iterations of the Plan.

As reported in the Troubled Company Reporter on June 10, 2011, the
Second Amended Plan provides that the funds for the payment to
Debtor's Creditors will originate from the Puerto Rico Tourism
Development Fund.  A total of $150,000 was to be contributed to
the Plan by TDF.

Under the Plan, all of Debtor's secured creditors, except the
amounts owed pursuant to the TDF loan agreement, will be deemed to
have been paid in full out of the proceeds from the Sale pursuant
to Section 363 of the Bankruptcy Code.  Unsecured creditors,
except for the deficiency claim, will be paid on or before 30 days
after the effective date their pro rata share of the remaining
funds from the TDF Contribution after payment in full of
administrative and priority unsecured tax claims.  Holders of
equity interests will not receive a distribution under Debtor's
Plan and will be deemed cancelled as of the effective date.

A full-text copy of the Chapter 11 plan, as twice amended, is
available for free at:

         http://bankrupt.com/misc/PALMAS_Amended_Plan.pdf


                   About Palmas Country Club Inc.


                   About Palmas Country Club Inc.

Palmas Country Club Inc. filed for Chapter 11 bankruptcy
protection (Bankr. D. P.R. Case No. 10-07072) on Aug. 4, 2010.
Alexis Fuentes-Hernandez, Esq., at Fuentes Law Offices, assists
the Debtor in its restructuring effort.  The Debtor disclosed
US$23,973,011 in assets and US$58,546,398 in liabilities as of the
Petition Date.


PAPERWORKS INDUSTRIES: S&P Assigns 'B' Corporate Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Philadelphia-based PaperWorks Industries Holding
Corp. (PaperWorks). "At the same time, we assigned our 'B' issue-
level rating (the same as the corporate credit rating) to the
company's $180 million senior secured term loan, with a '3'
recovery rating, indicating our expectation of a meaningful (50%
to 70%) recovery for lenders in the event of a payment default.
The outlook is stable," S&P related.

"The ratings on PaperWorks reflect our view of the company's
highly leveraged financial risk profile, given the private-equity
owned company's limited expected near-term free cash flow
generation due to an aggressive capital-investment strategy, debt-
financed acquisition growth strategy, and expectations that pro
forma adjusted funds from operations to debt is likely to be below
12% over the upcoming year," said Standard & Poor's credit analyst
Tobias Crabtree. "Our ratings also reflect our assessment of the
company's adequate liquidity position, given our expectations that
its covenant cushion, albeit somewhat tight over the upcoming
quarters, should improve to 15% by mid-2012. The ratings also
reflect our assessment of the company's weak business risk profile
resulting from its modest size relative to significantly larger
and more-diversified paperboard and folding cartons competitors,
participation in the competitive and fragmented folding carton
industry, lower profitability relative to more-integrated peers,
and significant customer concentration. These factors are
partially tempered by relatively recession-resistant demand from
consumer end markets and contractual pass-through of raw material
price fluctuations for a majority of its customers. Our ratings
also incorporate near-term integration risks related to the
company's Rosmar Packaging Corp. and Manchester Industries
acquisitions in light of the sizeable expansion to PaperWorks
existing operations."

"In our view, industry fundamentals for PaperWorks' paperboard and
folding cartons should remain stable over the next year or so --
in-line with prices remaining above 2010 levels and steady demand
given a very modest improvement in overall economic conditions. As
a result, we expect PaperWorks' sales and adjusted EBITDA over the
next 12 months to remain relatively in-line with their pro forma
2010 levels (which include the Rosmar and Manchester
acquisitions). Our forecast incorporates adjusted EBITDA margins
remaining above 10% over this period, including integration
benefits from these acquisitions. Another key risk to our forecast
is the possibility that the company may not be able to offset
higher raw materials costs, such as those for recycled fiber,
through price increases. This concern is somewhat mitigated by
PaperWorks' customer contracts that provide for contractual
pass-through of raw material price fluctuations which support
about 50% of the company's revenues. If sales volumes to its
largest customer, Graphic Packaging International Inc., were to
eventually decline following its recently negotiated new three-
year contract, PaperWorks' ability to replace the tonnage by
expanding its paperboard customer base, or through acquisitions
of additional folding carton operations, would become even more
important for earnings stability," S&P stated.

PaperWorks has a limited track record as an integrated packaging
company; it was formed in late 2008 when Sun Capital Partners
acquired two coated recycled board (CRB) mills from Graphic
Packaging that were formerly part of Altivity Packaging LLC. "We
expect the acquisition of Manchester Industries, the largest
independent buyer and reseller of solid bleached sulphate (SBS) to
the folding carton industry, to expand the company's sheeting
operations and ability to service small and midsize independent
packaging convertors. The acquisition of Rosmar Packaging, a
provider of folding cartons, strengthens PaperWorks' sheet-fed
capabilities for short- and medium-run applications. The
acquisition of Rosmar has also added the flexibility of additional
CRB consumption manufactured by PaperWorks. As part of its growth
strategy, we would expect PaperWorks to continue to pursue
additional, similar acquisitions to expand its scale and scope,"
S&P stated.

"The stable outlook reflects our view that PaperWorks' financial
profile, including our view of its adequate liquidity position,
will remain appropriate for the current ratings as favorable
operating and demand prospects offset the challenges associated
with the company's limited track record and the integration of its
recently acquired businesses," Mr. Crabtree continued. "We
expect adjusted leverage to be in the mid-to-high 4x range and
liquidity position to be adequate, given the expected improvement
in covenant cushion to 15% or more over the next year."

"We could lower the ratings if EBITDA declined by 15% or more,
which we believe could cause cash flow to decline and liquidity to
tighten considerably. This could come about from customer losses
or if input costs, especially for old corrugated containers,
increase significantly and sales price increases do not take hold.
We could also lower the ratings if free cash flow turns negative
for an extended period or if the key credit metric of total
adjusted debt to EBITDA is above 6x on a consistent basis. We also
have reservations about the firm's financial policy, particularly
in light of its private equity ownership and acquisition-driven
growth strategy," S&P stated.

"If PaperWorks successfully completes its integration of Rosmar
and Manchester, leading to improved earnings, increasing covenant
cushion, and consistent free cash generation, we could raise
ratings modestly. For a higher rating, we would expect the
company's credit measures to improve to the point where they are
more in-line with an aggressive financial risk profile, given our
view of PaperWorks' weak business risk profile. We would view
adjusted leverage of about 4x and FFO to debt in the mid-teens
range as levels consistent with an aggressive financial risk
profile," S&P related.


PENINSULA HOSPITAL: Section 341 Meeting Scheduled for Oct. 26
-------------------------------------------------------------
The U.S. Trustee for Region 2 will convene a meeting of creditors
in Peninsula Hospital Center, et al.'s Chapter 11 case on Oct. 26,
2010, at 10:00 a.m.  The meeting will be held at 271 Cadman Plaza
East, Room 4529, Brooklyn, New York.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

                  About Peninsula Hospital Center

Wayne S. Dodakian, Vinod Sinha, and Shannon Gerardi filed an
involuntary Chapter 11 bankruptcy protection against Peninsula
Hospital Center in the U.S. Bankruptcy Court for the Eastern
District of New York (Case No. 11-47056) on Aug. 16, 2011.  Judge
Elizabeth S. Stong presides over the case.  Marilyn Cowhey Macron,
Esq., Macron & Cowhey, represents the petitioners.

Peninsula Hospital and its affiliate, Peninsula General Nursing
Home Corp. dba Peninsula Center for Extended Care &
Rehabilitation, filed for Chapter 11 bankruptcy protection on
Sept. 19, 2011.  They listed total assets of $34.6 million and
$70.8 million in liabilities as of May 31, 2011.


PENINSULA HOSPITAL: Wants to Pay Critical Vendors' Claims
---------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York
will convene a hearing on Oct. 7, 2011, at 10:00 a.m., to consider
Peninsula Hospital Center, et al.'s request for authority to
provisionally pay, in the ordinary course of business, the
prepetition fixed, liquidated and undisputed claims of certain
vendors.

The Debtors have determined these vendors to be indispensable to
their ongoing operations and reorganization efforts.

The Debtors' viability as healthcare providers is dependent upon
the Debtors' ability to obtain uninterrupted access to the goods
and services provided by the critical vendors, as is the
health and safety of the Debtors' patients and residents.

The Debtors relate that the critical vendors include suppliers of
prescription and over-the-counter medications, medical supplies
and equipment, other supplies and sanitary items.  Certain of the
Debtors' critical vendors are the sole source of critical supplies
and medications.

                  About Peninsula Hospital Center

Wayne S. Dodakian, Vinod Sinha, and Shannon Gerardi filed an
involuntary Chapter 11 bankruptcy protection against Peninsula
Hospital Center in the U.S. Bankruptcy Court for the Eastern
District of New York (Case No. 11-47056) on Aug. 16, 2011.  Judge
Elizabeth S. Stong presides over the case.  Marilyn Cowhey Macron,
Esq., Macron & Cowhey, represents the petitioners.

Peninsula Hospital and its affiliate, Peninsula General Nursing
Home Corp. dba Peninsula Center for Extended Care &
Rehabilitation, operate a hospital and a nursing home providing
healthcare services to the population of the Rockaway Peninsula
area in New York City.  The Companys filed for Chapter 11
bankruptcy protection on Sept. 19, 2011.  They listed total assets
of $34.6 million and $70.8 million in liabilities as of May 31,
2011.

No trustee or examiner has been appointed.  The Official Committee
of Unsecured Creditors was formed and members were appointed on
Sept. 22, 2011.  The Committee has not yet retained counsel.


PIEDMONT CENTER: Court Okays Stubbs & Perdue as Bankr. Attorneys
----------------------------------------------------------------
Piedmont Center Investments, LLC, sought and obtained permission
from the U.S. Bankruptcy Court for the Eastern District of North
Carolina to employ Trawick H. Stubbs, Jr., and Stubbs & Perdue,
P.A., as attorney on a general retainer to represent it throughout
its Chapter 11 proceeding.

Stubbs & Perdue began representation of the Debtor on April 7,
2011, with reference to a workout of its financial situation.  A
retainer of $10,000 was paid on June 28, 2011, by the Debtor. The
Debtor chose to file Chapter 11, and Stubbs & Perdue charged the
Debtor an additional retainer of $26,039.

This retainer was paid on Aug. 3, 2011, by the Debtor. This
retainer was deposited into the firm's Trust Account to secure
future fees and expenses incurred by Stubbs & Perdue and from
these trust funds, $5,647.82 was paid to the firm representing
unpaid pre-petition fees and expenses incurred by the Debtor,
leaving a balance of $20,391.18 in the trust account for
anticipated fees expected to arise during the course of the
Chapter 11 bankruptcy.

At the time the petition was filed, nothing was owed to Stubbs &
Perdue.  The Debtor has been advised that post-petition
compensation must be approved by the Bankruptcy Court.

Trawick H. Stubbs, Jr., senior partner at Stubbs & Perdue, P.A.,
attest that the firm is a disinterested party within the meaning
of Sec. 101(14) of the Bankruptcy Code and as required by Sec.
327(a).

                About Piedmont Center Investments

Raleigh, North Carolina-based Piedmont Center Investments, LLC,
owns, leases, and manages seven shopping centers located in (i)
Graham, Alamance County, North Carolina; (ii) Mebane, Alamance
County, North Carolina; (iii) Pittsboro, Chatham County, North
Carolina; (iv) Gibsonville, Guilford County, North Carolina; (v)
Murfreesboro, Hertford County, North Carolina; (vi) Nashville,
Nash County, North Carolina; and (vii) Roxboro, Person County,
North Carolina.

Manager and part-owner Roger Camp signed the Chapter 11 petition
for Piedmont Center Investments, LLC (Bankr. E.D.N.C. Case No.
11-06178) on Aug. 11, 2011.  In its schedules, the Debtor
disclosed $27.2 million in assets and $15.5 million in
liabilities.

The Debtor's two primary secured creditors are Business Partners,
LLC, and KeySource Commercial Bank.  Counsel for KeySource are
James B. Angell, Esq., and Nicolas C. Brown, Esq. --
jangell@hsfh.com and nbrown@hsfh.com -- at Howard, Stallings,
From & Hutson, P.A.

On Sept. 2, 2011, an order was entered by the Bankruptcy Court
appointing John A. Northen as Chapter 11 Trustee for the Debtor.


PILGRIM'S PRIDE: Ordered to Pay $26 Million for Price Manipulation
------------------------------------------------------------------
Django Gold at Bankruptcy Law360 reports that a Texas federal
judge on Friday fined Pilgrim's Corp. $26 million, saying the
poultry producer violated antitrust law when it suspended
operations at a plant during the company's bankruptcy proceedings,
artificially driving up the price of chickens while leaving
contracted growers out in the cold.

According to Law360, U.S. Magistrate Judge Charles Everingham IV
ordered Pilgrim's, formerly known as Pilgrim's Pride, to pay
dozens of its contracted chicken growers, who lost work when
Pilgrim's abruptly idled an Arkansas plant and two others under
the pretext of cutting costs.

                        About Pilgrim's Pride

Pilgrim's Pride Corporation -- http://www.pilgrimspride.com/-- is
one of the largest chicken companies in the United States, Mexico
and Puerto Rico.  The Company's fresh chicken retail line is sold
throughout the US, throughout Puerto Rico, and in the northern and
central regions of Mexico.  The Company exports commodity chicken
products to 90 countries.  The Company operates feed mills,
hatcheries, processing plants and distribution centers in 15 U.S.
states, Puerto Rico and Mexico.

Pilgrim's Pride and six of its subsidiaries filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. N.D. Tex. Lead Case No. 08-45664) on Dec. 1, 2008.  The
Company's subsidiaries in Mexico and certain subsidiaries in the
United States were not included in the filing and operated outside
of the Chapter 11 process.

Attorneys at Weil, Gotshal & Manges LLP served as bankruptcy
counsel.  Lazard Freres & Co., LLC, was the Company's investment
bankers.  Kurtzman Carson Consulting LLC served as claims and
notice agent.  Kelly Hart and Brown Rudnick represented the
official equity committee.  Attorneys at Andrews Kurth LLP
represented the official committee of unsecured creditors.

On Dec. 10, 2009, the Bankruptcy Court confirmed the Joint Plan of
Reorganization filed by the Debtors.  The Plan was premised on the
sale of the business to JBS SA.  Under the Plan, creditors are
paid in full.  Existing owners retained 34% of the equity.  The
Company emerged from its Chapter 11 bankruptcy proceedings on Dec.
28, 2009.

                           *     *     *

According to the Troubled Company Reporter on July 5, 2011,
Moody's Investors Service downgraded Pilgrim's Pride's Corporate
Family and Probability of Default ratings to B2 from B1 and senior
unsecured note rating to Caa1 from B3 given the lack of
improvement in chicken prices and its consequent impact on
Pilgrim's Pride's financial performance, including expectations
for modest EBITDA at best for 2011. Moody's concern is somewhat
mitigated by the covenant relief provided by Pilgrim's lenders and
the cash advance of $50 million from JBS USA (a PIK subordinated
loan provided by a sister company). The SGL-3 speculative grade
liquidity rating was affirmed. The outlook is stable.


PJCOMN ACQUISTION: Has Green Light to Pay Wages to 1,200 Workers
----------------------------------------------------------------
Ann Schrader at the Denver Post reports that PJCOMN Acquisition,
which owns 72 Papa John's Pizza restaurant in Colorado and
Minnesota, filed for Chapter 11 bankruptcy protection on Sept. 27,
2011.

Ms. Schrader notes that a bankruptcy court judge in Maryland has
approved an emergency motion by a Papa John's Pizza franchise to
pay wages owed to about 1,200 employees.

According to the report, the company's attorney, Robert Zarco,
said PJCOMN is not responsible for the wage holdup.  Mr. Zarco
said an account to pay the employees was frozen by a court-
appointed receiver requested by GE Capital after PJCOMN defaulted
on a loan to purchase the franchise at what he called "an over-
inflated price."

The ruling means employees will be paid a total of $290,531 for
Sept. 12-18 that should have been distributed this week, a similar
amount for the Sept. 19-25 period to be paid Tuesday and
$133,530.56 for outstanding checks not yet deposited.

Mr. Zarco said PJCOMN Acquisition has filed suit against Papa
John's International regarding the 2007 purchase of 84
restaurants.  "We will continue to pursue that claim," he said.


PJ FINANCE: Disclosure Statement Hearing Scheduled for Nov. 7
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will
convene a hearing on Nov. 7, 2011, at 10:00 a.m., to consider
adequacy of the Disclosure Statement explaining PJ Finance Co.
LLC's Chapter 11 Plan.  Objections, if any, are due Nov. 2.

As reported in the Troubled Company Reporter on Sept. 22, 2011,
the plan was co-proposed by the Debtor and the official creditors'
committee.  The owner of 9,500 apartment units in 32 projects has
been jousting since the case began with secured lender Torchlight
Loan Services LLC.

The Plan provides for these terms:

  * The plan is to be financed with a fresh $10 million investment
    by the owners.

  * Torchlight two alternatives:

    (A) Torchlight can elect to keep the full amount of a
        $370 million secured claim on the properties.  The new
        debt would start off paying 3.5% interest and mature in
        2019.  In that event, unsecured creditors would split up
        $5 million cash to cover $10 million in claims.

    (B) Torchlight can elect to have a new secured debt equal to
        whatever value the judge assigns to the collateral.  The
        new secured debt would start off paying 3% interest and
        mature in 2022.  In that case, unsecured creditors would
        receive $4 million cash, and Torchlight would receive a
        new unsecured note for 40% of its estimated $165 million
        deficiency claim.  The 40% is to represent the same
        distribution received by unsecured creditors.

                        About PJ Finance

Chicago, Illinois-based PJ Finance Company, LLC, owns apartment
communities in the states of Arizona, Florida, Georgia, Tennessee
and Texas.  PJ Finance owns or holds ownership interests in 32
apartment communities that collectively have more than 9,500
rentable units.  It has 20 apartment locations in Texas, and the
remaining 12 in Arizona, Florida, Georgia and Tennessee.  The day-
to-day operations of the portfolio are managed by a third party,
WestCorp Management Group One, Inc.

PJ Finance and various affiliates filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 11-10688).  Michelle E.
Marino, Esq., and Stuart M. Brown, Esq., at DLA Piper LLP (US), in
Wilmington, Delaware, serve as bankruptcy counsel.  Kurtzman
Carson Consultants, LLC, is the Debtors' claims and notice agent.
An official committee of unsecured creditors has been named in the
case.  Christopher A. Jarvinen, Esq., and Mark T. Power, Esq., at
Hahn & Hessen LLP, represent the committee as lead counsel.
Richard Scott Cobb, Esq., and William E. Chipman, Jr., Esq., at
Landis Rath & Cobb, in Wilmington, Del., serve as the committee's
local counsel.

The Debtors estimated total assets of at least $275 million
(estimated value of portfolio securing loan to Bank of America)
and total debts of at least $479 million ($475 million owed to
BofA, $4.4 million trade debt).

PJ Finance said it has a commitment for Gaia Real Estate
Investments LLC to invest $42 million and serve as the foundation
for a reorganization plan.


PLATINUM PROPERTIES: Seeks Approval of $625,000 DIP Facility
------------------------------------------------------------
Platinum Properties, LLC, asks the U.S. Bankruptcy Court for
authority to obtain postpetition financing from the Ralph L.
Wilfong, II Charitable Remainder Unitrust dated May 21, 2001.

The Debtor seeks authority to secure postpetition financing to
provide necessary support for continued operations and to allow
the Debtor to effect a successful reorganization.  The proposed
postpetition financing will enable the Debtor to fund development
costs for Section 4A of the Sonoma subdivision within the Debtor's
Maple Knoll project, thereby facilitating continued lot sales and
providing revenue to the Debtor's estate.  After arms-length
negotiations, the Debtor has successfully negotiated an agreement
for postpetition financing with the Lender.

The DIP Financing is being offered by the Lender on terms that
involve priming an existing lien and granting the Lender a first
priority lien on the real property comprising Sonoma Section 4A
and its proceeds.  The current first priority lienholder, Bank of
America, NA, will be paid its agreed upon release price for Sonoma
Section 4A and will release its liens on the DIP Collateral.  MK
Investment Group, LLC, and the Christel DeHaan Revocable Trust
currently have a second priority lien behind BOA, have consented
to the first priority lien to be granted to Lender and the
subordination of their liens to Lender, and will continue to
receive without impairment adequate protection of their interests
in the DIP Collateral under an adequate protection stipulation
previously approved by this Court.

The terms and conditions of the proposed DIP Financing:

    (a) All advances made by the Lender under the Loan Documents
        will be validly secured by first priority liens on the DIP
        Collateral.  The DIP Collateral is subject to existing
        liens of the Subordinated Lenders, but the Subordinated
        Lenders have consented to the DIP Financing and will
        continue to receive adequate protection of their
        interests.

    (b) The total advances made pursuant to the Loan Documents
        will not exceed $652,000.

    (c) Advances made pursuant to the Loan Documents may be made
        not more frequently than monthly.

    (d) The Debtor may use the loan proceeds solely to pay the
        development and construction costs for Sonoma Section 4A.

    (e) The financing will be made at the rate of 12% per annum.
        Interest will accrue and become payable upon each lot
        sale.

    (f) The Loan will become due and payable in full on Dec. 31,
        2013.

    (g) Events of default under the Note Purchase Agreement
        include the Debtor's failure to pay principal or interest
        when it becomes due, the Debtor's failure to comply with
        any term of the Note Purchase Agreement, any
        representation or warranty made by the Debtor proves to
        have been false or materially incorrect, or the Debtor
        does not sell at least 10 lots on or before Dec. 31, 2012.

    (h) The Debtor is responsible for all reasonable expenses
        incurred by the Lender and its counsel associated with the
        negotiating, documenting, and obtaining approval of the
        DIP Financing.

    (i) The Lender's agreement to provide the postpetition
        financing is conditioned on (i) the Court's entry of an
        order approving the DIP Financing, and (ii) the execution
        of an Intercreditor and Subordination Agreement by and
        between the Debtor, the Lender, and the Subordinated
        Lenders.

    (j) The proposed DIP Financing provides that the Lender is
        entitled to the protections of Section 364(e) of the
        Bankruptcy Code.

    (k) The Lender is entitled to an expedited hearing seeking
        termination of the automatic stay as to the DIP Collateral
        upon an Event of Default.

The Debtor has determined that the DIP Financing is necessary for
the Debtor to operate its business and for the Debtor's successful
reorganization.  The DIP Financing will finance the necessary
costs of development and construction of Sonoma Section 4A. The
DIP Financing will therefore enable the Debtor to maintain its
revenue stream and to maximize the value of its business and
property.

            About Platinum Properties and PPV LLC

Indianapolis, Indiana-based Platinum Properties, LLC, is a
residential real estate developer. Platinum acquires land, designs
the projects, obtains zoning and other approvals, and constructs
roads, drainage, utilities, and other infrastructure of
residential subdivisions.  Platinum then sells the finished,
platted lots.  Platinum also has an ownership interest in several
special purpose entities that in turn own, operate and manage
individual projects.

PPV LLC is a joint venture between Platinum and a non-debtor
entity, Pittman Partners, Inc., each of whom hold an equity
interest in PPV.  PPV owned four projects directly and owns 100%
of the membership interest of Sweet Charity Estates, LLC.

Platinum Properties and PPV LLC filed for Chapter 11 protection
(Bankr. S.D. Ind. Case Nos. 11-05140 and 11-05141) on April 25,
2011.  Lawyers at Baker & Daniels serve as the Debtors' bankruptcy
counsel.  Platinum Properties disclosed $14,624,722 in assets and
$181,990,960 in liabilities as of the Chapter 11 filing.

The U.S Trustee has not yet appointed a creditors committee in the
Debtor's case.  The U.S. Trustee reserves the right to appoint
such a committee should interest developed among the creditors.


PLATINUM PROPERTIES: Seeks Approval of Cash Collateral Stipulation
------------------------------------------------------------------
Platinum Properties, LLC, seeks entry of an order approving the
stipulation and agreed entry of Platinum Properties, LLC and the
Ralph L. Wilfong, II Charitable Remainder Unitrust Dated May 21,
2001, authorizing Platinum Properties, LLC's use of cash
collateral and granting adequate protection.

Platinum will use the Wilfong Cash Collateral to repay the
Wilfong Loan, and for ordinary and necessary operating expenses,
including the reasonable and customary expenses normally
identified on a HUD-1 Settlement Statement, payroll expenses,
utility services, payroll taxes, insurance, supplies and
equipment, vendor and supplier services, and other expenditures as
are necessary for operating the Debtors' businesses, including
Sonoma Section 4A and maintaining the Wilfong Collateral.

Platinum has offered the Lender the following as adequate
protection for use of the Wilfong Cash Collateral:

     a. Platinum agrees to maintain insurance on the Wilfong
        Collateral;

     b. Platinum will use the Wilfong Cash Collateral to repay the
        Wilfong Loan and for the operation, maintenance and upkeep
        of the Wilfong Collateral and for expenses incurred in the
        ordinary course of business; using the Wilfong Cash
        Collateral for the operation, maintenance and upkeep of
        Sonoma Section 4A in the ordinary course of business will
        protect the interests of Lender in the Wilfong Collateral;

     c. In addition to the reports prepared and distributed to
        Project Lenders prior to the Petition Date, commencing on
        the first day of the month after Court approval of this
        Stipulation and Agreed Entry, while Platinum is authorized
        to use the Wilfong Cash Collateral, Platinum will provide
        Lender a monthly operating report, as agreed to by
        Platinum and Lender or as ordered by the Court, which will
        include an actual cash statement of amounts spent in the
        previous month;

     d. Platinum will within two business days of the occurrence
        of the same, promptly give Lender notice of the occurrence
        of any event or any matter which has resulted or will
        result in a material adverse change in the business,
        assets, operations or financial condition of Platinum;

     e. Upon the sale of any of the lots in Sonoma Section 4A,
        Platinum will immediately pay to Lender an amount equal to
        85% of the net sales price of the residential lot or
        parcel at Sonoma Section 4A, to be applied against the
        indebtedness owed to Lender by Platinum as provided under
        the Loan Documents.  Platinum may use 5% of the net sales
        price as Wilfong Cash Collateral, and Platinum will
        deposit 5% of the net sales price into a segregated
        account for the payment of professional fees incurred in
        the Chapter 11 case.  The remaining 5% of the net sales
        price will be paid to MK Investment Group, LLC and the
        Christel DeHaan Revocable Trust pursuant to the provisions
        of the adequate protection agreement between Platinum and
        the Subordinated Lenders previously approved by the Court,
        including any amendments, supplements, or other
        modifications subsequently approved by the Court;

     f. Other Project Lenders have entered into similar
        stipulations pursuant to which a portion of lot sale
        proceeds will be deposited into the Professional Fee
        Account.  In the event that a balance remains in the
        Professional Fee Account at the conclusion of these
        bankruptcy cases after all professional fees have been
        incurred and paid for, the Excess Balance will be returned
        to Lender and other Project Lenders in the same proportion
        as the Lender and other Project Lenders lot sale proceeds
        were contributed to the Professional Fee Account.  The
        Lender will have a valid and enforceable first priority
        properly perfected lien on the Professional Fee Account,
        pari passu with the liens of other Project Lenders
        contributing to the Professional Fee Account, without need
        to file or perfect or any further documentationto secure
        the return of any Excess Balance.

            About Platinum Properties and PPV LLC

Indianapolis, Indiana-based Platinum Properties, LLC, is a
residential real estate developer. Platinum acquires land, designs
the projects, obtains zoning and other approvals, and constructs
roads, drainage, utilities, and other infrastructure of
residential subdivisions.  Platinum then sells the finished,
platted lots.  Platinum also has an ownership interest in several
special purpose entities that in turn own, operate and manage
individual projects.

PPV LLC is a joint venture between Platinum and a non-debtor
entity, Pittman Partners, Inc., each of whom hold an equity
interest in PPV.  PPV owned four projects directly and owns 100%
of the membership interest of Sweet Charity Estates, LLC.

Platinum Properties and PPV LLC filed for Chapter 11 protection
(Bankr. S.D. Ind. Case Nos. 11-05140 and 11-05141) on April 25,
2011.  Lawyers at Baker & Daniels serve as the Debtors' bankruptcy
counsel.  Platinum Properties disclosed $14,624,722 in assets and
$181,990,960 in liabilities as of the Chapter 11 filing.

The U.S Trustee has not yet appointed a creditors committee in the
Debtor's case.  The U.S. Trustee reserves the right to appoint
such a committee should interest developed among the creditors.


PROGRESSIVE WASTE: S&P Affirms 'BB+' Corporate Credit Rating
------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
Progressive Waste Solutions Ltd. (PWS), and subsidiary IESI Corp.
to positive from stable. Standard & Poor's also affirmed its 'BB+'
long-term corporate credit rating on the companies.

"At the same time, we affirmed our 'BBB-' issue-level rating on
subsidiary IESI's $1.122 billion secured credit facility. The
recovery rating on the debt is unchanged at '2'," S&P stated.

"We base the outlook revision on our expectation that operating
performance and cash flow generation will result in PWS' financial
risk profile and credit metrics improving in the next year to a
level consistent with an intermediate financial risk profile,"
said Standard & Poor's credit analyst Jatinder Mall.

"The ratings on PWS reflect what we view as the company's
satisfactory business risk profile, highlighted by the essential
and recession-resilient nature of its solid waste management
services, along with its significant financial risk profile. The
ratings also incorporate PWS' solid operating performance and
credit measures. We expect that the company will maintain good
liquidity and will continue to adhere to moderate financial
policies," S&P related.

PWS is North America's third-largest company in the solid waste
industry, providing nonhazardous solid waste collection and
disposal services to commercial, industrial, municipal, and
residential customers in 12 U.S. states and the District of
Columbia and six Canadian provinces. It offers waste collection,
recycling, material recovery, transfer, and disposal services to
its customers.

"The positive outlook on the two companies (PWS and IESI Corp.)
reflects our expectation that operating performance and cash flow
generation will result in PWS' financial risk profile and credit
metrics improving in the next year to a level consistent with an
intermediate financial risk profile. Although there is uncertainty
regarding economic conditions over this period, profitability
held steady through the recession and improved in 2010 and year-
to-date 2011, and we expect similar pricing gains along with flat-
to-slightly positive volume growth in 2012. The outlook also
incorporates our expectation that the company will maintain its
current financial policies and leverage targets," S&P said.

"We could raise the ratings if the company sustains total debt to
EBITDA of less than 2.7x and adjusted funds from operations (AFFO)
to debt above 25%, while maintaining its current EBITDA margins
and operating efficiency, as well as a disciplined financial
policy. Alternatively, although not likely in the near term, we
could lower the rating if financial measures materially
deteriorate from our current expectations with adjusted debt to
EBITDA moving above 3x or AFFO to debt below 20% on a sustained
basis," S&P added.


REAL MEX RESTAURANTS: Files for Chapter 11 to Sell Business
-----------------------------------------------------------
Real Mex Restaurants Inc., the operator of a chain of Mexican food
restaurants, filed for Chapter 11 protection Oct. 4 in Delaware to
sell the assets in three months.

"After reviewing the Debtors' current liquidity constraints and
overly leveraged capital structure, and having discussed them with
the Debtors' prepetition secured and unsecured lenders, and having
been unable to reach consensus on a comprehensive consensual
restructuring with those lenders, it appears that the Debtors'
best option at this time to maximize the value of their assets is
through a 11 U.S.C. Section 363 sale," according to Marc A.
Bilbao, managing director of Imperial Capital, LLC, the financial
advisors.

Real Mex, according to Bloomberg News, filed for bankruptcy with
plans to sell the business when a restructuring agreement couldn't
be worked out with second-lien debt holders.  The Company says it
intends to close 12 stores and will shed another 40 unless
landlords make concessions.

The Bloomberg report relates that Real Mex will ask the bankruptcy
court to approve auction and sale procedures where bids would be
due in three months.  The auction would take place five days after
the submission of bids, if the bankruptcy judge goes along with
the schedule.  The Company said there have been discussions with
some of the second-lien lenders who may end up being the stalking
horse at auction. No buyer is yet under contract.

General Electric Capital Corp., agent for first lien lenders, has
agreed to provide $40 million in secured financing for the Chapter
11 case.

Real Mex missed a $9.1 million interest payment due in July to
holders of $130 million in second-lien notes.  An affiliate of Sun
Capital Partners Inc. provided funds to make up the payment.  Real
Mex is controlled by funds affiliated with Boca Raton, Florida-
based Sun Capital, a private-equity investor.  Other owners
include KKR & Co., Canpartners Investors IV LLC, and Farallon
Capital Management LLC.

Real Mex owes $37.6 million on a first-lien credit where GECC is
agent.  There is a $36 million unsecured loan owing by the
operating company and a $38.8 million unsecured loan at the
holding company level.

The second-lien bonds traded on July 26 at 90 cents on the
Financial Industry Regulatory Authority. The bonds traded on
Sept. 6 at 82.5 cents on the dollar, Trace showed, Bloomberg News
reported.

                         Business As Usual

The Company said in a press release the corporate restructuring
process will not impact the Company's restaurants or food
production subsidiary, which will be open for business as usual.

Real Mex has received a commitment from General Electric Capital
Corporation, pending court approval, to have access to $49 million
in debtor in possession (DIP) financing, which will enable the
Company to continue paying suppliers, vendors, employees and
others in the normal course of business.

"After exploring all options over the past several months, we
concluded that this is the best and quickest way to complete our
financial restructuring while minimizing disruption to our
restaurants," said Real Mex Chairman & CEO David Goronkin, who
joined Real Mex earlier this year.  "Most of our restaurants
generate meaningful cash flow, and based on improving satisfaction
scores across our core brands, guests are beginning to respond
positively to the changes we're making to improve.  We are taking
this difficult but necessary step to allow us to move forward more
quickly and fully implement our turnaround plan that we have
discussed with our lenders over the last several months."

In recent months Real Mex has recruited new leadership talent for
some of its brands and implemented several changes designed to
improve all aspects of the guest experience.  The Company cited a
weak economic environment, particularly in California where most
of its restaurants are located, high debt levels and certain
above-market rents as the primary drivers in the need for a
comprehensive capital restructuring.  During the restructuring
process, which is expected to be completed during the first
quarter of 2012, it will be business as usual at its restaurants
and Real Mex Foods subsidiary.

                         $49MM Financing

General Electric Capital Corporation has made a commitment,
pending court approval, to fund a $49 million DIP facility to the
Company to supplement the cash generated by its ongoing operations
and to pay the costs of administration.  The Company's ability to
obtain borrowings under such facility, if it is entered into, will
be subject to satisfaction of customary conditions and receipt of
court approval.  Upon approval, this DIP facility would be
immediately available to fund the Company's operations, pay its
vendors and for other corporate purposes.

                        Sale to Bondholders

Real Mex is exploring a transaction to sell all of its assets and
is actively engaged in early discussions with representatives of
the Company's 14% Senior Secured Notes due 2013 concerning a
possible purchase.  No agreement has been reached and any sale
transaction would be subject to the solicitation of higher or
otherwise better offers pursuant to a specified bidding and sale
process administered under Chapter 11 court supervision.

Mr. Goronkin noted, "We are hopeful that our ongoing, fruitful
dialogue with our noteholders will lead to an orderly sale process
for the Company's assets, which we believe could provide a quicker
and more definitive resolution for employees, vendors, customers
and creditors alike.  In essence, we would seek to make the
noteholders' interest in acquiring the Company's assets the
catalyst for a competitive, orderly process intended to maximize
value and reduce uncertainty for all of our stakeholders."

                           About Real Mex

Based in Cypress, California, Real Mex Restaurants, Inc., owns and
operates restaurants, primarily through its major subsidiaries El
Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco
Restaurants, Inc.   It has 178 restaurants, with 149 in
California. There are also 30 franchised locations. It acquired
Chevys Inc. for $90 million through confirmation of Chevy's
Chapter 11 plan in 2004.  Assets are $272.2 million while debt
totals $250 million, according to the Chapter 11 petition.


REAL MEX RESTAURANTS: Case Summary & 20 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Real Mex Restaurants, Inc.
         aka El Paso Cantina, Inc.
             TARV, Inc.
             Chevys Restaurants, LLC
             Real Mex Restaurants, Inc.
             Acapulco Acquisition Corp.
             Acapulco Restaurants, Inc.
             Acapulco Mark Corp.
             Acapulco Restaurant of Ventura, Inc.
             Acapulco Restaurant of Downey, Inc.
             CKR Acquisition Corp.
             El Torito Restaurants, Inc.
             El Torito Franchising Company
             ALA Design, Inc.
             RM Restaurant Holding Corp.
             Real Mex Foods, Inc.
             Murray Pacific
             Acapulco Restaurant of Westwood, Inc.
             Acapulco Restaurant of Moreno Valley, Inc.
         5660 Katella Avenue
         Suite 100
         Cypress, CA 90630

Bankruptcy Case No.: 11-13122

Debtor-affiliates that filed separate Chapter 11 petitions:

        Debtor                          Case No.
        ------                          --------
RM Restaurant Holding Corp.             11-13123
Acapulco Mark Corp.                     11-13124
Acapulco Restaurant Of Downey, Inc.     11-13125
Acapulco Restau. Of Moreno Valley, Inc. 11-13126
Acapulco Restaurant Of Ventura, Inc.    11-13127
Chevys Restaurants, LLC                 11-13128
Acapulco Restaurant Of Westwood, Inc.   11-13129
Acapulco Restaurants, Inc.              11-13130
CKR Acquisition Corp.                   11-13131
Ala Design, Inc.                        11-13132
El Paso Cantina, Inc.                   11-13133
El Torito Franchising Company           11-13134
El Torito Restaurants, Inc.             11-13135
Murray Pacific                          11-13136
Real Mex Foods, Inc.                    11-13137
TARV, Inc.                              11-13138

Type of Business: Real Mex Restaurants, Inc., owns and
                  operates restaurants, primarily through
                  its major subsidiaries El Torito Restaurants,
                  Inc., Chevys Restaurants, LLC, and Acapulco
                  Restaurants, Inc.  The Company operated 183
                  restaurants as of March 28, 2010, of which
                  152 were located in California and the
                  remainder were located in 12 other states,
                  primarily under the trade names El Torito
                  Restaurant(R), Chevys Fresh Mex(R) and
                  Acapulco Mexican Restaurant Y Cantina(R).

Chapter 11 Petition Date: October 4, 2011

Court: U.S. Bankruptcy Court
       District of Delaware (Delaware)

Judge: Peter J. Walsh

Debtors' Counsel: Curtis A. Hehn, Esq.
                  Laura Davis Jones, Esq.
                  PACHULSKI STANG ZIEHL & JONES LLP
                  919 N. Market Street
                  17th Floor
                  Wilmington, DE 19801
                  Tel : (302) 652-4100
                  Fax : (302) 652-4400
                  E-mail: chehn@pszjlaw.com
                          ljones@pszjlaw.com

Debtors'
Co-general
Bankruptcy
Counsel:          MILBANK, TWEED, HADLEY & McCLOY LLP

Debtors'
Financial
Advisor:          IMPERIAL CAPITAL, LLC

Debtors'
Claims,
Noticing,
Soliciting
and Balloting
Agent:            EPIQ BANKRUPTCY SOLUTIONS, LLC

Total Assets: $272,221,000

Total Debts:  $249,964,000

The petitions were signed by Richard P. Dutkiewiez, chief
financial officer and executive vice president.

Real Mex Restaurant's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Wilmington Trust,                  Unsecured Loan     $34,590,113
National Association, as
Administrative Agent to
the Opco Unsecured Loan
520 Madison Ave,
33rd Floor
New York, NY

Blue Cross of California           Trade Payable       $1,143,019
21555 Oxnard Street
Anthem Blue Cross
Woodland Hills, CA
93167

ChasePaymentech Solutions, LLC     Trade Payable         $473,345
P0 Box 809001
Dallas, TX 75380-9001

Dutch Quality House                Trade Payable         $457,878
3585 Atlanta Avenue
Lock Box 945947
Wayne Farms LLC
Hapeville, GA 30354

Tri City Linen Supply Co           Trade Payable         $276,854
4459 Brockton Avenue
Riverside, CA 92501

Stratas Foods, LLC                 Trade Payable         $263,643
P.O. Box 66903
St Louis, MO 63166-6903

M&M West Coast Produce             Trade Payable         $254,038
201 Monterey-Salinas Hwy
Suite B
Salinas, CA 93900

Youngs Market Co                   Trade Payable         $242,177

Winona Foods, Inc.                 Trade Payable         $235,326

Cal Fresco, LLC                    Trade Payable         $194,618

Southern Cal Edison Co             Trade Payable         $188,383

Southern Wines & Spirits           Trade Payable         $176,642

Romas R Us                         Trade Payable         $154,023

Ryder Truck Rental Inc.            Trade Payable         $153,413

Rockview Dairies, Inc.             Trade Payable         $141,387

Frank-Lin Distillers Products      Trade Payable         $134,772

Mi Rancho                          Trade Payable         $111,580

U.S. Foodservice, Inc.             Trade Payable         $103,345

World Exteriors, Inc               Trade Payable          $93,000

Marquez Brothers                   Trade Payable          $81,713


RESEDA PROPERTIES: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Reseda Properties, LLC
        6066 Reseda Boulevard
        Reseda, CA 91335

Bankruptcy Case No.: 11-21567

Chapter 11 Petition Date: September 30, 2011

Court: U.S. Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Victoria S. Kaufman

Debtor's Counsel: Raymond H. Aver, Esq.
                  LAW OFFICES OF RAYMOND H. AVER APC
                  1950 Sawtelle Boulevard, Suite 120
                  Los Angeles, CA 90025
                  Tel: (310) 473-3511
                  Fax: (310) 473-3512
                  E-mail: ray@averlaw.com

Estimated Assets: $0 to $50,000

Estimated Debts: $1,000,001 to $10,000,000

The Company's list of its 20 largest unsecured creditors filed
with the petition does not contain any entry.

The petition was signed by Joseph Amin, manager.


RIVIERA HOLDING: Sells Casino to Monarch for $76 Million
--------------------------------------------------------
The Associated Press reports that the owner of the Riviera Black
Hawk casino is selling the casino for $76 million to a casino
operator out of Reno, Nev.  Monarch Casino & Resort said it
believes the Colorado casino located west of Denver offers an
opportunity to grow.

                     About Riviera Holdings

Riviera Holdings Corporation, through its wholly owned subsidiary,
Riviera Operating Corporation, owns and operates the Riviera Hotel
& Casino located in Las Vegas, Nevada, which consists of a hotel
comprised of five towers with 2,075 guest rooms, including 177
suites, and which has traditional Las Vegas-style gaming,
entertainment and other amenities.

In addition, Riviera Holdings, through its wholly-owned
subsidiary, Riviera Black Hawk, Inc., owns and operates the
Riviera Black Hawk Casino, a casino in Black Hawk, Colorado and
has various non-gaming amenities, including parking, buffet-styled
restaurant, delicatessen, a casino bar and a ballroom.

Riviera Holdings together with the two affiliates filed for
Chapter 11 on July 12, 2010 in Las Vegas, Nevada (Bankr. D. Nev.
Case No. 10-22910).  Riviera Holdings estimated assets and debts
of $100 million to $500 million in its petition.  Thomas H. Fell,
Esq., at Gordon Silver, represents the Debtors in the Chapter 11
cases.  XRoads Solutions Group, LLC, is the financial and
restructuring advisor.  Garden City Group Inc. is the claims and
notice agent.

Riviera Holdings' Second Amended Joint Plan of Reorganization was
confirmed on Nov. 17, 2010.  Under the Plan, nearly $280 million
in debt will be replaced with a $50 million loan.  Creditors will
receive new stock relative to what they are owed, and holders of
current stock will receive nothing.  A total of $10 million in
working capital will come from the new owners, along with $20
million in loans to cover investments in the Las Vegas hotel.

The Plan of Reorganization became effective on Dec. 1, 2010, but
the Plan of Reorganization cannot be substantially consummated
until various regulatory and third party approvals are obtained.
The Substantial Consummation Date will be the 3rd business day
following the day the last approval is obtained.


SABRA HEALTH: S&P Upgrades Corporate Credit Rating to 'B+'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Sabra Health Care REIT Inc. to 'B+' from 'B'. "At the
same, time we raised our issue rating on Sabra's senior unsecured
notes to 'BB-' from 'B'. We also revised our recovery rating
on the senior notes to '2' from '3', which indicates our
expectations for a substantial (70%-90%) recovery for noteholders
in the event of a payment default. The outlook is stable," S&P
stated.

"The upgrade reflects our view that recent cash and equity
financed growth will be accretive and enhance Sabra's revenue,
cash flow, and key credit metrics," said credit analyst George
Skoufis. "Sabra's improved credit metrics provide additional
cushion under its bank covenants that were previously tight, in
our view. Sabra's current liquidity is also sufficient to fund its
capital needs, including some acquisition activity."

"We expect cash flow to be stable based on our expectation for
adequate rent coverage post-reimbursement cuts and the long-term
nature of the leases, which should support debt protection
measures. We also assume that Sabra will pursue and fund growth in
a leverage-neutral manner. We would lower our ratings on Sabra if
the company were to aggressively pursue acquisitions, such that
liquidity becomes constrained and our derived DSC or total
coverage for the company declines below 2.0x and 1.0x,
respectively, for a sustained period or if covenant pressures
arise. Ratings would also be negatively affected by further
reimbursement cuts that can't be absorbed or mitigated by
operators that result in the need to restructure leases resulting
in greater credit metric deterioration than we have assumed. We
would consider raising the corporate credit rating if Sabra can
profitably grow its portfolio, enhance tenant diversity, and
maintain current credit ratios and adequate liquidity," S&P
stated.


SAFENET INC: S&P Affirms 'B' Corp. Credit Rating; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services removed its ratings on Belcamp,
Md.-based SafeNet Inc. from CreditWatch with positive implications
and affirmed its 'B' corporate credit rating. The outlook is
stable.

"At the same time, we affirmed the 'B+' issue-level rating and '2'
recovery rating on the company's $275 million first-lien senior
secured credit facility, consisting of a $25 million revolving
credit facility and a $250 million first-lien term loan," S&P
noted.

"We also affirmed SafeNet's 'B-' issue-level rating and '5'
recovery rating on its $131 million second-lien senior secured
credit facility," S&P related.

The '2' recovery rating indicates expectations for substantial
(70%-90%) recovery of principal in the event of payment default,
while the '5' recovery rating indicates expectations for modest
(10%-30%) recovery.

"We expect the U.S. government's continuing resolution to pose
less of a negative drag on SafeNet's operating performance in the
second half of 2011 than in the first half," said Standard &
Poor's credit analyst Joseph Spence, "as sales to commercial
entities continue to improve and defense-related agencies gain
greater clarity on budgets." "Despite our improved outlook, we
expect SafeNet's operating performance for fiscal year 2011 to be
below its latest-12-month peak in the March 2011 quarter, and so
believe it is unlikely that the company will launch its proposed
IPO in the near-to-intermediate term."

"We do, however, expect credit metrics to remain consistent with
the 'B' category through at least the end of 2011," added Mr.
Spence, "even if commercials sales are moderately below our
expectations."


SANDRIDGE ENERGY: S&P Lowers Corporate Credit Rating to 'B'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Oklahoma City, Okla.-based SandRidge Energy Inc.
(SandRidge) to 'B' from 'B+', its senior unsecured debt rating to
'B-' from 'B', its preferred stock rating to 'CCC' from 'CCC+'.
The recovery ratings remain at '5'. "At the same time, we revised
the outlook to stable from negative. As of June 30, 2011,
SandRidge had funded debt of approximately $2.9 billion," S&P
stated.

"The ratings downgrade reflects our view that SandRidge continues
to maintain a very aggressive growth strategy and financial
policy," said Standard & Poor's credit analyst Patrick Jeffrey.
"We expect this to result in adjusted total debt to EBITDA
remaining well above our 4.5x target for the previous rating
through 2012. In August 2011, SandRidge increased its capital
expenditure budget to $1.8 billion for 2011 from a $1.1 billion at
the beginning of fiscal 2011, which the company expects to spend
in 2012. While SandRidge has funded this significant negative free
cash flow with proceeds from the sale of royalty trust units,
traditional assets sales, and a joint venture, high debt levels
coupled with our adjustments to debt results in expected debt
leverage more in line with the revised rating over the next
couple of years."

The ratings on SandRidge Energy reflect its highly leveraged
financial risk profile, very aggressive financial policy and
growth strategy, and geographic concentration in Texas and
Oklahoma. The ratings also reflect SandRidge's strategic shift to
increase oil production and natural gas liquids (NGLs) from
natural gas in response to weak natural gas prices.

Since 2009, SandRidge has significantly increased its oil
production and diversified its assets portfolio, which had been
more concentrated in natural gas. The company achieved this
primarily through its acquisition of certain oil and gas
properties from Forest Oil Corp. in 2009, its acquisition of Arena
Resources in 2010, and a significantly increased oil drilling
program. As a result, it now expects oil and natural gas liquids
production to be more than 50% of 2011 levels, compared with about
37% in 2010.

"The stable outlook reflects our expectation that SandRidge will
continue to aggressively grow its oil asset base and could
maintain adjusted total debt to EBITDA at 5x or more over the next
one to two years," Mr. Jeffrey continued. "We would consider a
negative rating action if the company faces a material
deterioration in its liquidity or if adjusted total debt to EBITDA
approaches the mid-6x area. We would consider a positive rating
action if the company is able to reduce and maintain adjusted
total debt to EBITDA to the low-4x area."


SANJIV CHOPRA: Files for Chapter 11 Reorganization
--------------------------------------------------
Garth Stapley at the Modesto Bee reports that Sanjiv Kumar Chopra,
vice president of Chopra Development Enterprises, and his wife
filed for Chapter 11 reorganization on Sept. 27, 2011, listing
less than $1 million in assets and debts of more than $10 million.

The bankruptcy petition by Sanjiv and Sheena Chopra says they lost
a home to foreclosure and lists $10.6 million in unsecured debt
against $677,000 in personal and business assets.  The Chopras,
who own several Golds Gym fitness centers, make about $192,000 a
year and live within their means but are involved in nine
lawsuits, the filing says.  Debts include a $97,000 federal tax
lien, $59,358 owed to the state Franchise Tax Board and 10 debts
of more than $400,000 each, the document says.

Sanjiv Chopra has told The Bee he worked for a development firm
while attending McGeorge School of Law and achieved a master's
degree in business administration from Loyola Marymount University
in Los Angeles.


SAWMILL GATEHOUSE: U.S. Trustee Appoints Creditors Committee
------------------------------------------------------------
W. Clarkson McDow, Jr., the United States Trustee for Region 4,
pursuant to 11 U.S.C. Sec. 1102(a) and (b), appointed four
unsecured creditors to serve on the joint Committee of Unsecured
Creditors of Sawmill Gatehouse LLC.

The Creditors Committee members are:

      1. Kenneth L. Royal
         Chairperson
         Royal & Vaughan
         P. O. Box 14664
         Savannah, GA 31416
         Tel: (912) 351-0084
         Fax: (912) 351-0085
         E-mail: Ken@royalandvaughan.com

      2. Robert Elwood
         Snowshoe Mountain Inc.
         10 Snowshoe Drive
         Snowshoe, WV 26209
         Tel: (304) 572-6721
         Fax: (304) 572-5620
         E-mail: relwood@snowshoemountain.com

      3. James W. McAden
         Balzer and Associates, Inc.
         1208 Corporate Circle
         Roanoke, VA 24018
         Tel: (540) 772-9580
         Fax: (540) 772-8050
         E-mail: jwmcaden@balzer.cc

      4. Thomas Kittredge
         Terradon Corporation
         P. O. Box 519
         Nitro, WV 25143
         Tel: (304) 755-8291
         Fax: (304) 755-2636
         E-mail: Tom.Kittredge@terradon.com

Sawmill Gatehouse LLC filed a Chapter 11 petition (Bnkr. N.D.
W.Va. Case No. 11-01449) on Aug. 11, 2011, in Elkins, West
Virginia.  Judge Patrick M. Flatley oversees the case.  Steven L.
Thomas, Esq. at Kay, Casto & Chaney, in Charleston, serves as
counsel to the Debtor.   The Debtor estimated up to $10 million in
assets and up to $50,000 in liabilities.


SCOTTO RESTAURANT: Section 341(a) Meeting Scheduled for Nov. 17
---------------------------------------------------------------
Linda W. Simpson, the Bankruptcy Administrator for the Western
District of North Carolina, will convene a meeting of creditors of
Scotto Restaurant Group LLC on Nov. 17, 2011, at 2:00 p.m.  The
meeting will be held at Cleveland County Courthouse, 100 Justice
Place, 3rd Floor, Courtroom 5, Shelby, North Carolina.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Three creditors placed Scotto Restaurant Group LLC, fka Scotto
Holdings LLC, in bankruptcy by filing an involuntary Chapter 11
petition (Bankr. W.D.N.C. Case No. 11-40506) on Aug. 11, 2011.
The petitioning creditors are Lester B. High, William Holmes and
Donald L. Myers.  They allege to be owed $1.85 million in the
aggregate on account of unsecured promissory notes.  The
petitioning creditors are represented by Kiah T. Ford, IV, Esq.,
at Parker, Poe, Adams & Bernstein LLP, as counsel.  Judge George
R. Hodges oversees the case.


SCRANTON, PENN: S&P Cuts General Obligation Debt Rating to 'BB-'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on Scranton,
Pa.'s general obligation debt three notches to 'BB-' from 'BBB-'
and placed the rating on CreditWatch with negative implications.

The downgrade reflects Standard & Poor's concern over the large
structural deficit facing the city at fiscal year-end 2011 and the
city's constrained ability to address budgetary pressures,
especially given the political discord.

The CreditWatch placement reflects Standard & Poor's analysis of
the city's cash flow and Standard & Poor's concern that the city
might be unable to generate the cash flow necessary to meet its
obligations, including a $9.25 million principal payment on tax
anticipation notes due in December 2011.

"Although city administrators have a tentative plan to address the
city's cash flow needs, we believe there is implementation risk
because it requires approval from the city council," said Standard
& Poor's credit analyst Linda Yip.

The rating also reflects Standard & Poor's opinion of the city's:

    Continued reliance on one-time revenue to balance finances;
    Lack of a plan to restore long-term fiscal stability;

    Limited local economy, coupled with, what Standard & Poor's
    considers, high unemployment; and

    Moderately high debt with, what Standard & Poor's views as,
    below-average principal amortization.


SHASTA LAKE: Can Use Bank of America Cash Collateral Until Nov. 30
------------------------------------------------------------------
The Hon. Christopher M. Klein has approved a stipulation between
Shasta Lake Resorts LP and Bank of America, N.A., authorizing the
use of cash collateral.

The Debtor's right to use Bank of America's cash collateral will
become effective as of the Petition Date and will continue in
effect until the sooner of Nov. 30, 2011, an event of default,
or further order of the Court.

Under the terms of the stipulation, the Debtor is entitled to use
the Cash Collateral and to pay certain actual and necessary
operating expenses incurred after the Petition Date.  Without the
written consent of BofA, the total payments for monthly expenses
will not exceed the budgeted amount by more than 10% of each line
item contained in the budget, or 110% of the  aggregate of all
line items included on the Budget in anyone month.  No other
payments or expenditures will be made except as BofA may
specifically authorize in writing, which will not be unreasonably
withheld and the response to any written request will be provided
in the most expeditious manner possible.

All Cash Collateral heretofore collected and in the possession or
under the control of the Debtor, and all Cash Collateral collected
by the Debtor, will be deposited into a debtor-in-possession bank
account and kept separate from any other funds of the Debtor.

As adequate protection payments, the Debtor will remit to BofA
monthly adequate protection payments equal to the amount of
interest accrued on a daily basis at a rate of Prime plus 2.5% per
annum on the unpaid principal balance of the Loan no later than
the 1st calendar day of each month, retroactive to the Petition
Date.

BofA holds a valid, duly perfected, enforceable  and non-avoidable
most senior security interest in the Cash Collateral.  As further
partial adequate protection for the continued use by the Debtor of
the Cash Collateral, BofA is granted a valid, duly perfected,
enforceable and non-avoidable replacement lien and security
interest of the same priority in all postpetition Cash Collateral
and other personal property of the Debtor.

The post-petition liens in favor of Secured Creditor will secure
repayment to BofA of the difference between the actual amount of
Cash Collateral spent by the Debtor from and after the Petition
Date and the Cash Collateral unspent for the same time period.

Under the stipulated order, the Debtor may continue to market and
sell used houseboats in the ordinary course of the Debtor's
business.  The Debtor acknowledges and agrees that Debtor's used
houseboats are "inventory" and are subject to BofA's lien.
Accordingly, any proceeds generated from the sale of the
Debtor's used houseboats are proceeds of BofA's collateral and
constitute Cash Collateral.  In addition to the adequate
protection payments, the Debtor agrees that 100% of the net sale
proceeds of each houseboat to be sold will be paid to BofA as a
condition of any sale, in exchange for the payment of which BofA
will release its lien against the houseboat being sold.

The Debtor and BofA also agree that the net proceeds of the sale
or other liquidation of Secured Creditor's Collateral related to
the business operations at the Debtor's Lake McClure site will be
held pending further agreement or allocation of the assets.  The
Debtor will account for the liquidation and sale of Collateral in
the reports to be provided to BofA.  The Debtor agrees that the
assets will not be sold without court approval and with notice to
BofA and an opportunity to be heard on any sale or settlement.

Any failure of the Debtor to perform fully or satisfy the
promises, duties, covenants, provisions or terms of this
stipulation, the Loan Documents, or any breach of a representation
or warranty, will be an event of default under this Stipulation
unless timely cured.

                        About Shasta Lake

Lodi, California-based Shasta Lake Resorts LP, also known as
houseboats.com, is a leading supplier of luxury houseboat rentals
in Northern California, operating a fleet of approximately 65
houseboats primarily out of its Jones Valley Resort on Shasta Lake
and its New Melones Lake Marina.  SLR offers a full service dock
at both Jones Valley Resort and New Melones Lake Marina, with
overnight and year round moorage and small boat and accessory
rentals.  SLR also operates floating stores, which sell everything
its customers may want to complete their houseboating experience,
including grocery items, bait and tackle, water sports and marine
items, unique gifts and apparel.  SLR offers slip rentals at
Sugarloaf Resort on Shasta Lake.

SLR disclosed assets between $10,000,001 to $50,000,000, and debts
between $1,000,001 to $10,000,000.

SLR filed voluntary petition for reorganization under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 11-37221)
on July 13, 2011.  Judge Christopher M. Klein is assigned to the
case.

Jamie P. Dreher, Esq., at Downey Brand LLP, in Sacramento,
California, represents SLR.


SINOTECH ENERGY: Gets Notice of Additional Deficiency From NASDAQ
-----------------------------------------------------------------
SinoTech Energy has received a letter dated September 26, 2011,
from The Nasdaq Stock Market LLC) stating that an additional basis
for delisting the Company's securities from the Nasdaq Stock
Market is that Ernst & Young Hua Ming has withdrawn its audit
opinion, the Company is delinquent in its periodic reports, and
the Company therefore is not in compliance with Listing Rule
5250(c)(1).  The Company is planning to request a stay of the
delisting of the Company's stock resulting from the additional
alleged basis for the delisting.

The Company announced that Ms. Jing Liu has resigned from her
position as an independent director of the Company and as Chair of
the Special Committee of the Company's Board of Directors, which
was formed to conduct an independent investigation into
allegations made in a report posted on alfredlittle.com and other
matters.

Ms. Liu cited several bases for her resignation, including,
without limitation, her belief that the Special Committee was not
allowed to exercise independently the authority vested in it by
the Board to conduct an investigation.

The Company announced that Simpson Thacher & Bartlett LLP has
resigned from its position as the legal counsel of the Company.
The Company also announced that, following Ms. Liu's resignation,
Shearman & Sterling LLP has resigned from its position as legal
counsel to the Special Committee of the Board.

The Company is planning on appointing another independent director
in the near future who will replace Ms. Liu.


SMC ELECTRICAL: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: SMC Electrical Contracting Inc.
        641 Lexington Avenue, Suite # 6000
        New York, NY 10022

Bankruptcy Case No.: 11-14599

Chapter 11 Petition Date: September 30, 2011

Court: U.S. Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Stuart M. Bernstein

Debtor's Counsel: Perry I. Tischler, Esq.
                  LAW OFFICES OF PERRY I. TISCHLER
                  38-39 Bell Boulevard, Suite #203
                  Bayside, NY 11361
                  Tel: (718) 229-5390

Scheduled Assets: $6,357,013

Scheduled Debts: $8,503,195

The Company did not file a list of creditors together with its
petition.

The petition was signed by Walter Gersinowicz, president.


STANDARD STEEL: S&P Raises Corporate Credit Rating to 'B+'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Burnham, Pa.-based Standard Steel LLC to 'B+' from 'B'
and removed the ratings from CreditWatch, where they were placed
with positive implications on June 28, 2011, following the
announcement by Sumitomo Metal Industries Ltd. (the majority
owner; unrated) and Sumitomo Corp. of their plan to acquire
Standard Steel. "At the same time, we raised our issue-level
rating on the company's senior secured notes to 'B+' from 'B'. The
recovery rating remains at '3', indicating our expectation that
lenders would receive meaningful (50% to 70%) recovery in a
payment default scenario. The outlook is stable," S&P stated.

"We raised our ratings on Standard Steel and removed them from
CreditWatch after Sumitomo Metal Industries and Sumitomo Corp.
announced their plan to acquire Standard Steel," said Standard &
Poor's credit analyst Peter Kelly. "The upgrade reflects our
assessment that Standard Steel's credit quality will benefit from
ownership by much larger entities. Nevertheless, the limited
rating upgrade reflects our uncertainty regarding the level of
support that the company can expect from its new owners, as well
as our limited ability to assess the credit quality of the unrated
majority owner."

Although Standard Steel boasts strength in certain product niches,
its wheel market share trails that of competitor Griffin Wheel (a
subsidiary of Amsted Industries Inc.). In the axle segment,
Standard Steel competes with Trinity Industries Inc. and Amsted
Industries' newly formed joint venture with American Railcar
Industries Inc. Standard Steel is also subject to a high
degree of customer concentration -- almost half of its sales come
from its top two or three customers. However, the company benefits
from its ability to pass through price increases in raw materials,
such as scrap steel, alloys, and natural gas. In addition, it has
engaged customers in take-or-pay contracts that specify price and
volume for several years, providing some near-term future earnings
visibility. Operating margins (before depreciation and
amortization) have remained in the mid-teen percentage area.

"We view Standard Steel's financial risk profile as aggressive. As
of June 30, 2011, its funds from operations (FFO) to total debt
was roughly 6.5%, and adjusted total debt to EBITDA was roughly
5.0x. At the current ratings level, we expect FFO to total debt of
about 10%. We have not factored potential acquisitions into the
ratings," S&P stated.

The outlook is stable. "We believe credit metrics will remain
consistent with our expectations at the current ratings," Mr.
Kelly continued. "We could raise the rating if we come to
understand that the majority owner will provide support beyond our
current expectations and that the credit quality of the majority
owner would support a higher rating at Standard Steel. We could
lower the ratings if the credit quality at Standard Steel
deteriorates and it's not clear that its new parent will provide
additional support."


STILLWATER MINING: S&P Affirms 'B' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Stillwater Mining Co. The rating outlook is
stable.

"At the same time, we withdrew the issue-level rating of 'B' (same
as the corporate credit rating) and the recovery rating of '3' on
the company's proposed $300 million senior unsecured notes due
2016," S&P related.

"In addition, we raised our issue-level rating on the company's
$181.5 million senior convertible debentures due 2028, to 'B+'
(one notch higher than the corporate credit rating) from 'B'. We
revised the recovery rating to '2', indicating our expectation for
substantial (70% to 90%) recovery in the event of a payment
default, from '3'," S&P said.

"The affirmation of the 'B' corporate credit rating reflects our
assessment that the company's previously announced mine
development projects will require significant capital spending in
the next two to three years," said Standard & Poor's credit
analyst Maurice Austin.

"We expect that this will result in negative free cash flow and
increased balance-sheet debt over the next several years. Still,
we expect Stillwater's operating performance to continue to
benefit in the near term from historically high PGM prices and
increasing end-market demand resulting from improvement, albeit
gradual, in the economy," S&P said.

"The rating and stable outlook incorporate our expectation that
overall platinum group metal (PGM) prices will remain steady this
year. Since the beginning of 2010, prices for palladium and
platinum have risen about 50% and 3%, owing to continuing recovery
in PGM demand from the automotive sector worldwide, growth in
exchange-traded fund (ETF) holdings of palladium and platinum, and
supply constraints, particularly for South African producers. We
expect relatively high PGM prices to result in 2011 adjusted
EBITDA of about $235 million, adjusted debt to EBITDA of below 1x,
and funds from operations (FFO) to adjusted debt of about 85%. We
consider these levels to be good for the rating and our view of
Stillwater's aggressive financial risk profile, despite its
vulnerable business risk profile," S&P stated.


STOCKTON PUBLIC: S&P Lowers Rating on Revenue Bonds to 'B'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating
and underlying rating (SPUR) to 'B' from 'BB' on the Stockton
Public Financing Authority, Calif.'s series 2006A and B revenue
bonds, issued on behalf of the Stockton Redevelopment Agency. The
outlook is negative.

"The rating action reflects our view of continuing assessed
valuation declines related to adverse regional real estate market
conditions that we calculate will reduce coverage of maximum
annual debt service to 0.36x in fiscal 2012 in one of the three
obligations that support series 2009A and 2009B debt service,"
said Standard & Poor's credit analyst Chris Morgan.

The rating also reflects S&P's view of the credit weaknesses:

    Concentrated taxpayer profiles in each project area; and

    High volatility ratios (base-year to total AV), indicating the
    potential for fluctuations in AV to leverage proportionally
    much larger effects on pledged revenues.

"The negative outlook reflects our view that all project areas are
likely to continue to be affected by real estate market stress
that have pushed AV levels downward," S&P said.


STRATEGIC AMERICAN: Completes Purchase of SPE Navigation
--------------------------------------------------------
Strategic American Oil Corporation closed its previously announced
acquisition of SPE Navigation I, LLC, from CW Navigation, Inc., KD
Navigation, Inc., and KW Navigation, Inc., effective on Sept. 26,
2011.  The material assets of SPE consist of certain oil and gas
working interests in and to four producing oil and gas fields
located in Galveston Bay, Texas, together with one million shares
of Hyperdynamics Corporation.

Pursuant to the terms of the Company's previously announced
Purchase and Sale Agreement with the Sellers and SPE regarding
this matter, the Company acquired the Sellers' 100% interest in
SPE for total consideration consisting of 95,000,000 restricted
common shares of the Company issued at a deemed issuance price of
$0.10 per share.

CW Navigation, Inc., is owned 100% by the brother-in-law of Jeremy
Driver, the Company's Chief Executive Officer and a director.  KD
Navigation, Inc., is owned 100% by Mr. Driver's wife.  KW
Navigation, Inc., is owned 100% by Mr. Driver's sister-in-law.

Subsequent to its quarter ended April 30, 2011, the Company has
issued an aggregate of 99,739,630 unregistered shares of is common
stock, as described below.

Effective Sept. 9, 2011, the Company issued an aggregate of
4,739,630 restricted common shares in a private placement offering
to five subscribers at a deemed issuance price of $0.10 per share.
The offering was made to those Subscribers in connection with and
in consideration, in part, of each such Subscriber's prior
subscription or finder's fee subscription in and to the Company
which was completed in October or November of 2009 in accordance
with the terms and conditions of certain subscription materials
entered into at such time as between the Company and each
Subscriber.

The Company intends to file the financial statements by Dec. 9,
2011.

                     About Strategic American

Corpus Christi, Tex.-based Strategic American Oil Corporation (OTC
BB: SGCA) -- http://www.strategicamericanoil.com/-- is a growth
stage oil and natural gas exploration and production company with
operations in Texas, Louisiana, and Illinois.  The Company's team
of geologists, engineers, and executives leverage 3D seismic data
and other proven exploration and production technologies to locate
and produce oil and natural gas in new and underexplored areas.

                           Going Concern

As reported by the TCR on March 25, 2011, MaloneBailey, LLP, in
Houston, Texas, expressed substantial doubt about Strategic
American Oil's ability to continue as a going concern following
the Company's results for the fiscal year ended July 31, 2010.
The independent auditors noted that the Company has suffered
losses from operations and has a working capital deficit.

In the Form 10-Q, the Company acknowledged that it had a working
capital deficit of $3,362,822 and an accumulated deficit of
$13,016,680 as of Jan. 31, 2011.  The Company said its ability to
continue as a going concern is dependent on raising additional
capital to fund ongoing exploration and development and ultimately
on generating future profitable operations.


TEEKAY CORP: S&P Puts 'BB' Corp. Credit Rating on Watch Negative
----------------------------------------------------------------
Standard & Poor's Ratings Services placed all its ratings on
Teekay Corp., including its 'BB' long-term corporate credit
rating, on CreditWatch with negative implications.

"The rating action follow what we view as the recent deterioration
in profitability, higher leverage, and the company's recent
announcement to acquire three floating production storage and
offloading units form Sevan Marine ASA and to take an equity
position in Sevan," said Standard & Poor's credit analyst Jatinder
Mall.

"We believe the company's financial performance has been weak this
year, given low spot tanker rates due to excess supply in the
market. Standard & Poor's adjusted EBITDA on a last 12 months
basis declined to $658 million as of June 30, 2011, from $774
million a year ago. Although we expect this transaction to
initially increase Teekay's debt, the resulting leverage is
unchanged at about 7.7x on a pro forma basis," S&P stated.

"We will review all ratings once we have met with the senior
management of Teekay and have had an opportunity to assess how
this transaction will affect the company's already weak financial
risk profile," S&P said.


TOWER INTERNATIONAL: S&P Affirms 'B+' Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' corporate
credit and issue-level ratings on Tower International Inc. "We are
revising the recovery rating on its senior secured notes to '4'
from '3'. The rating outlook is stable," S&P said.

"The ratings on Tower reflect what we consider to be Tower's
aggressive financial risk profile and weak business risk profile
(the company has several major competitors, and we assume vehicle
production will remain sensitive to a weak economy)," said
Standard & Poor's credit analyst Lawrence Orlowski. "We expect the
company's sales for 2011 to grow at least in the single digits
year over year. In 2011, we expect U.S. light-vehicle sales to
increase about 9%, to 12.6 million units, but European light-
vehicle sales to fall slightly. If light-vehicle demand falls
modestly below out current industry assumptions, we still believe
the company's credit measures should remain within expectations
for the current rating."

In the second quarter, revenue was $602.7 million, up 20% over
second-quarter sales a year ago, reflecting higher volumes but
also the effect of favorable exchange rates and the flow-through
of higher steel costs. The adjusted EBITDA margin was 9.2%,
compared with 10.3% in the same period last year. This margin
decline can be explained by the timing of launch costs and an
unfavorable change in product mix. Free cash flow was a use of $5
million, reflecting higher working capital and timing for
customer-owned tooling and 2010 bonus payments.

"For the 12 months ended June 30, 2011, our adjusted EBITDA margin
was 10.2%, adjusted debt to EBITDA was 3.4x, and funds from
operations (FFO) to debt was 14.6%. Assuming rising vehicle
production globally, we expect EBITDA margins to stay above 10%
for 2011, adjusted debt to EBITDA to be less than 4.0x because of
higher EBITDA, and FFO to adjusted debt to remain above double
digits. Our adjustments to debt include adding the present value
of operating leases and underfunded postretirement benefit
obligations," S&P said.

Tower supplies body structure stampings, frame and chassis
structures, and complex welded assemblies for passenger cars,
crossover vehicles, pickups, and SUVs. The company operates in a
fiercely competitive industry marked by cyclical demand, capital
intensity, and pricing pressures. Tower competes with many of its
major customers, the auto original equipment manufacturers (OEMs).
An estimated 60% of stampings are performed internally by OEMs;
external suppliers, such as Tower, account for the remaining
production. Although OEM customers depend on external suppliers,
the OEMs can take business in-house, especially when demand for
new vehicles slows. Moreover, Tower competes with major global
suppliers, including Magna International Inc., Gestamp Automocion,
Martinrea International Inc., Gruppo Magnetto, Benteler Automotive
Corp., and Sungwoo Automotive Co. Ltd., as well as hundreds of
medium-size and small regional competitors.


TWIN CITY BAGEL: Bagel Makers File for Chapter 11 in Minnesota
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Twin City Bagel Inc. and Lev Bakery Inc., bagel
makers in Minnesota and South Carolina, filed Chapter 11 petitions
last week in St. Paul, Minnesota.

Twin City, according to the report, says its assets are $8.1
million while debt is $4.7 million.  Lev lists assets of $5.6
million against $9.3 million in debt.  The companies say they
intend to pay creditors in full.

Twin City said in a court filing that financial problems resulted
from the recession and the Lev acquisition, according to the
report.

The report adds that the secured lender Associated Bank is owed
$8.6 million, a court filing says. Annual revenue is about $30
million.  The U.S. Trustee opposes allowing one law firm to
represent both bankrupt companies, although they are both owned by
Shimon Harosh and Michel Rouache.  The $3.6 million that Lev owes
Twin City is alleged to be "an impermissible conflict."

Twin City Bagel filed a Chapter 11 petition (Bankr. D. Minn. Case
No. 11-36042) in St. Paul on Sept. 27, 2011.  Lev Bakery, Inc.,
filed a separate Chapter 11 petition (Bankr. D. Minn. Case No.
11-36044).

Case summaries are in the Oct. 4 edition of the Troubled Company
Reporter.


URBAN BRANDS: Liquidating Plan Outline Approved by Judge
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has
approved of the Disclosure Statement describing UBI Liquidating
Corp., and its affiliated debtors' Joint Chapter 11 Plan of
Liquidation dated July 20, 2011.  The confirmation hearing for the
Joint Chapter 11 Plan of Liquidation is scheduled on Oct. 19,
2011, at 1:00 p.m.

As reported in the Troubled Company Reporter on Aug. 30, 2011,
on the Effective Date, the UBI Liquidating Trust will be
established pursuant to the Liquidating Trust Agreement for the
purpose of, inter alia, (a) administering the Liquidating Trust
Fund, (b) resolving all Disputed Claims, (c) pursuing the Retained
Causes of Action, and (d) making all Distributions to the
Beneficiaries under the Plan.

The Plan divides the various claims and interests into 5 classes.
These classes and the respective treatments of each are as shown
below:

Class 1. Bank of America Secured    Unimpaired   Paid in Full
           Lender Claims
Class 2. Other Secured Claims       Unimpaired   Paid in Full
Class 3. Priority Non-Tax Claims    Unimpaired   Paid in Full
Class 4. General Unsecured Claims   Impaired     Est. Recovery
                                                 - 3.0%-7.0%
Class 5. Equity Interests           Impaired     Recovery: None

The UBI Liquidating Trust will pay each holder of an Allowed
Unsecured Claim its Pro Rata share of the Liquidating Trust Fund
pursuant to one or more distributions.

Holders of Equity Interests will neither receive nor retain any
property under the Plan, and on the Effective Date, these
Interests will be deemed canceled.

Class 4 (General Unsecured Claims) is the only class entitled to
accept or reject the Plan.  Class 1, Class 2 and Class 3 are not
impaired and are conclusively deemed to have accepted the Plan.

A copy of the Disclosure Statement dated July 20, 2011, is
available at http://bankrupt.com/misc/urbanbrands.DS.pdf

                        About Urban Brands

Urban Brands, Inc., owed and retail stores under the Ashley
Stewart brand name, a nationally recognized brand for plus sized
urban women.  It sought Chapter 11 bankruptcy protection (Bankr.
D. Del. Case No. 10-13005) on Sept. 21, 2010.  The Company
estimated assets of $10 million to $50 million and debts of
$100 million to $500 million in its Chapter 11 petition.  Chun I.
Jang, Esq., Mark D. Collins, Esq., and Paul N. Heath, Esq., at
Richards, Layton Finger, P.A., in Wilmington, Delaware, serve as
counsel to the Debtors.  BMC Group, Inc., is the claims and notice
agent.  The DIP Lender is represented by Donald E. Rothman, Esq.,
at Riemer & Braunstein LLP.

As reported by the Troubled Company Reporter on Oct. 29, 2010,
Urban Brands received Court permission to sell its business for
$16.67 million to an affiliate of Gordon Brothers Group LLC.  Bill
Rochelle, the bankruptcy columnist for Bloomberg News, reported
that Gordon Brothers told the judge it would operate at least 175
of the 210 stores.  Gordon Brothers would serve as Urban Brands'
agent to run going-out-of-business sales at the locations it won't
buy.  Mr. Rochelle said the price to be paid by Gordon Brothers is
subject to downward adjustment.  The ultimate price can't be less
than $6 million plus the amount necessary to pay off funding for
the Chapter 11 case.  The Debtor has been renamed UBI Liquidating
Corp., et al., following the sale.

In October 2010, the U.S. Trustee appointed seven entities to the
Committee of Unsecured Creditors -- Angel Made in Heaven, Inc.;
Natural Collection Corp.; Signsource, Inc.; Rosenthal & Rosenthal,
Inc.; GGP Limited Partnership; Simon Property Group, Inc.; and
International Inspirations, Ltd.  The Committee is represented by
Cooley LLP as lead counsel and Loughlin Meghji + Company as
financial advisor.


UTGR INC: Judge Votolato Closes Chapter 11 Bankruptcy Case
----------------------------------------------------------
Brian Hallenbeck at The (Conn.) Day reports that Judge Arthur
Votolato of the U.S. Bankruptcy Court in Providence, Rhode Island,
closed the Chapter 11 bankruptcy case of the owners of Twin River
citing "the futility of trying to alter or influence problematic
conduct by imposing monetary sanctions against persons or entities
who would suffer little discomfort, and certainly no pain from
such an order."

Judge Votolato says he had chastised Twin River owners in June for
making conflicting statements about the slots parlor's financial
stability and their "new need for table games as a condition of
their future viability."

After emerging from bankruptcy protection under a reorganization
plan approved last year, Twin River's new owners told state
officials they would need to expand the facility's offerings to
stay competitive.  On more than one occasion, Twin River officials
warned that Massachusetts' likely approval of resort casinos would
have a devastating impact on Twin River, note Mr. Hallenbeck.

The report notes the reorganization plan enabled Twin River to cut
a debt of nearly $600 million in half.

                        About UTGR Inc.

UTGR Inc. operated the Twin River racetrack-casino in Lincoln,
Rhode Island.  UTGR filed for Chapter 11 (Bankr. D. R.I. Case No.
09-12418) on June 23, 2009.  The Debtors selected Jager Smith P.C.
as counsel, and Winograd, Shine & Zacks P.C. as their co-counsel.
It also hired Zolfo Cooper LLC as bankruptcy consultants and
special financial advisors.  Donlin Recano served as claims and
notice agent.  In its bankruptcy petition, the Company estimated
assets of less than $500 million and debt exceeding $500 million.

UTGR implemented its reorganization plan on Nov. 5, 2010.  While
UTGR had obtained bankruptcy court confirmation of the Plan
in June 2010, it needed the state to adopt legislation to
implement the reorganization.


W3 HOLDINGS: S&P Assigns 'B-' Corporate Credit Rating
-----------------------------------------------------
Standard & Poor's Ratings Services assigned a 'B-' long-term
corporate credit rating to W3 Holdings Inc. "At the same time, we
assigned a 'B-' issue-level rating to W3's proposed senior secured
credit facilities, which comprise a $235 million senior secured
term loan and a $40 million revolver. The revolver matures in
2016 and the senior secured term loan matures in 2018. The
recovery rating on the senior secured credit facilities is '4',
which indicates our expectation of average (30% to 50%) recovery
in the event of a payment default. The outlook on the ratings is
stable," S&P stated.

"The ratings on W3 reflect the company's aggressive financial
leverage and its narrow business focus and small scale in the
fragmented market for safety equipment and maintenance services,"
said Standard & Poor's credit analyst Stephen Scovotti.

W3 derives approximately 48% of its revenue from the upstream
energy market, 31% from the downstream energy market, and 14% from
the petrochemical market. The ratings also reflect W3's adequate
near-term liquidity, its low capital spending requirements, the
low volatility of demand for its products and services, and its
diversified customer base.

The issue-level rating on W3 Holdings Inc.'s proposed senior
secured credit facilities is 'B-'. The recovery rating is '4',
indicating our expectations for average (30% to 50%) recovery in
the event of a payment default.

The outlook on the ratings is stable. "We expect W3 to generate
adequate free cash flow over the near term, given the strong
industry conditions in refining and upstream markets. We could
revise the outlook to negative or downgrade the rating if we came
to expect that the company would not generate sufficient cash flow
to cover its fixed charges, or that EBITDA interest coverage would
fall below 1x, and coverage of uses of liquidity from sources is
below 1x. We consider an upgrade unlikely, given the limitations
of the company's narrow business scope, small revenue and EBITDA
base, and highly leveraged financial profile," S&P added.


WINDRUSH SCHOOL: Files for Chapter 11 Bankruptcy Protection
-----------------------------------------------------------
PinholePatch reports that Windrush School filed for Chapter 11
bankruptcy protection on Sept. 30 and secured a $250,000 matching
pledge from an anonymous donor.

The school administration and trustees told staff and parents that
the school may have to close Oct. 28, 2011, because of a large
bond debt and dropping enrollment.

According to the report, the school calls "an unprecedented fiscal
crisis" stems from a drop in enrollment and the debt on a $13
million bond incurred in 2007 to build the new middle
school/library building and refurbish the gym.

The report notes enrollment dropped from 259 students when the
bond was issued to 165 on Friday, causing a drop in tuition
income.  The trustees found they could not continue making
payments on the debt and asked the bondholders to restructure the
deal, the trustees said in a letter sent to parents last
Wednesday.

The report says the bondholders declined to agree to terms that
the trustees said were necessary and said they would move to seize
the school's property, which is collateral for the loan, their
letter said.  Entering bankruptcy would block a court-sanctioned
seizure of school assets by creditors, the letter said.


WOLF MOUNTAIN: Kirton & McConkie Withdraws as Special Counsel
-------------------------------------------------------------
David M. Wahlquist, Rod N. Andreason, Ryan B. Frazier, and the law
firm of Kirton & McConkie, P.C. withdrew as special counsel for
Wolf Mountain Resorts, L.C.

The Firm has finished its work as special counsel in assisting the
Debtor with post-trial motions in the case filed against the
Debtor in the Third Judicial District Court, State of Utah, Case
No. 060500297.

The Debtor continues to be represented by bankruptcy counsel in
this bankruptcy.  According to the Firm, the Debtor has obtained
new counsel to represent it regarding its appeal in the Utah State
Court Action.

                    About Wolf Mountain Resorts

Wolf Mountain Resorts, L.C., based in Los Angeles, California,
filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-
30162) on May 9, 2011.  Judge Peter Carroll presides over the
case.  David S. Kupetz, Esq., and Mark S. Horoupian, Esq., at
SulmeyerKupetz, serve as bankruptcy counsel.  Wolf Mountain
Resorts estimated that both its assets and debts measure between
$100 million and $500 million.


WORLD SURVEILLANCE: Posts $2.5 Million Net Loss in Second Quarter
-----------------------------------------------------------------
World Surveillance Group Inc., formerly Sanswire Corp., filed its
quarterly report on Form 10-Q/A, reporting a net loss of
$2.5 million on $26,093 of sales for the three months ended
June 30, 2011, compared with a net loss of $4.2 million on
$150,000 of sales for the same period of 2010.

For the six months ended June 30, 2011, the Company had a net loss
of $111,632 on $26,093 of sales, compared with a net loss of
$4.9 million on $150,000 of sales for the same period last year.

The Company's balance sheet at June 30, 2011, showed $3.7 million
in total assets, $17.9 million in total liabilities, and a
stockholders' deficit of $14.2 million.

Rosen Seymour Shapss Martin & Company LLP, in New York, expressed
substantial doubt about Sanswire's ability to continue as a
going concern, following the Company's results for the fiscal year
ended Dec. 31, 2010.  The independent auditor noted that the
Company has experienced significant losses and negative cash
flows, resulting in decreased capital and increased accumulated
deficits.

A complete text of the Form 10-Q/A is available for free at:

                       http://is.gd/eumuVp

World Surveillance Group Inc. designs, develops, markets and sells
autonomous lighter-than-air (LTA) unmanned aerial vehicles (UAVs)
capable of carrying payloads that provide persistent security
and/or wireless communication from air to ground solutions at low,
mid and high altitudes.  The Company's airships, when integrated
with electronics systems and other high technology payloads, are
designed for use by government-related and commercial entities
that require real-time intelligence, surveillance and
reconnaissance or communications support for military, homeland
defense, border control, drug interdiction, natural disaster
relief and maritime missions.  The Company is headquartered at the
Kennedy Space Center, in Florida.


YELLOWSTONE MOUNTAIN: Resort's Plan Reinstated After Appeal
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the reorganization plan for Yellowstone Mountain Club
LLC, which was implemented after being approved in a June 2009
confirmation order, was upheld in a 42-page opinion on Sept. 30 by
U.S. Bankruptcy Judge Ralph B. Kirscher in Butte, Montana.

Mr. Rochelle relates that Timothy Blixseth, the Yellowstone
resort's founder, convinced a U.S. district judge on appeal from
the confirmation order that there were procedural defects when
Judge Kirscher originally approved the plan.  Although the plan
already had been implemented, U.S. District Judge Sam E. Haddon in
Butte remanded the case to Judge Kirscher in November, saying
there hadn't been sufficient notice given to creditors of a
settlement negotiated the night before the confirmation hearing.

Judge Haddon, according to the report, also said the plan didn't
adequately describe third parties receiving releases under the
plan.  On remand, Judge Haddon told Judge Kirscher to identify the
released third parties explicitly and "to state the reasons why it
reached such conclusions."

In his detailed opinion, Judge Kirscher recited how he held
hearings on the settlement once again in July.  Notice given of
the new hearing satisfied the procedural defect Haddon found when
the settlement was originally approved along with confirmation in
June 2009.

Judge Kirscher, Mr. Rochelle notes, also described who was
released in the plan and explained how the releases are in accord
with governing authority from the U.S. Court of Appeals in San
Francisco.  Among other things, Judge Kirscher explained how the
release only protected participants in the case from claims based
on their conduct during the case and in promulgating the plan and
settlement.  Judge Kirscher described some of the claims that Mr.
Blixseth still may bring even with the releases and plan
confirmation.

The settlement included the secured lender Credit Suisse Group AG,
the creditor's committee and the buyer, a private equity investor
named CrossHarbor Capital Partners LLC.  The settlement was
reached after the bankruptcy judge ruled that the $309 million
secured claim of Credit Suisse should be subordinated to specified
unsecured claims.

Under the plan, the resort was sold to CrossHarbor for
$115 million, consisting of a note for $80 million and $35 million
in cash.  The club said it expected unsecured trade suppliers
would be paid in full.

The appeal was Blixseth v. Yellowstone Mountain Club LLC,
09-0047, U.S. District Court, District of Montana (Butte).

                      About Yellowstone Mountain

Located near Big Sky, Montana, Yellowstone Mountain Club LLC --
http://www.theyellowstoneclub.com/-- is a private golf and ski
community with more than 350 members, including Bill Gates and Dan
Quayle.  The Company was founded in 1999.

Yellowstone Club and its affiliates filed for Chapter 11
bankruptcy (Bankr. D. Montana, Case No. 08-61570) on Nov. 10,
2008.  The Company's owner affiliate, Edra D. Blixseth, filed for
Chapter 11 relief on March 27, 2009 (Case No. 09-60452).

In June 2009, the Bankruptcy Court entered an order confirming
Yellowstone's Chapter 11 Plan.  Pursuant to the Plan, CrossHarbor
Capital Partners, LLC, acquired equity ownership in the
reorganized Club for $115 million.

Attorneys at Bullivant Houser Bailey PC and Bekkedahl & Green
PLLC represented the Debtors.  The Debtors hired FTI Consulting
Inc. and Ronald Greenspan as CRO.  The official committee of
unsecured creditors were represented by Parsons, Behle and
Latimer, as counsel, and James H. Cossitt, Esq., at local counsel.
Credit Suisse, the prepetition first lien lender, was represented
by Skadden, Arps, Slate, Meagher & Flom.


ZOGENIX INC: Scale Venture Discloses 8.2% Equity Stake
------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Scale Venture Partners II, L.P., and its
affiliates disclosed that they beneficially own 5,336,504 shares
of common stock of Zogenix, Inc., representing 8.28% of the shares
outstanding.  The percentage is based on an aggregate of
64,473,278 shares of Common Stock outstanding as of Sept. 16,
2011, as disclosed in the Company's final prospectus filed with
the SEC pursuant to Rule 424(b) under the Securities Act of 1933,
as amended.  A full-text copy of the filing is available for free
at http://is.gd/6HzTge

                         About Zogenix Inc.

Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.

The Company's balance sheet at June 30, 2011, showed
$51.4 million in total assets, $58.5 million in total liabilities,
and a stockholders' deficit of $7.1 million.

As reported in the TCR on March 8, 2011, Ernst & Young LLP, in San
Diego, Calif., expressed substantial doubt about Zogenix's ability
to continue as a going concern, following the Company's 2010
results.  The independent auditors noted that of the Company's
recurring losses from operations and lack of sufficient working
capital.


ZOGENIX INC: Clarus Lifesciences Holds 14.7% Equity Stake
---------------------------------------------------------
In a Schedule 13D filing with the U.S. Securities and Exchange
Commission, Clarus Lifesciences I, L.P., and its affiliates
disclosed that they beneficially own 9,482,439 shares of common
stock of Zogenix, Inc., representing 14.7% of the shares
outstanding.  A full-text copy of the filing is available for free
at http://is.gd/TjF6hB

                         About Zogenix Inc.

Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.

The Company's balance sheet at June 30, 2011, showed
$51.4 million in total assets, $58.5 million in total liabilities,
and a stockholders' deficit of $7.1 million.

As reported in the TCR on March 8, 2011, Ernst & Young LLP, in San
Diego, Calif., expressed substantial doubt about Zogenix's ability
to continue as a going concern, following the Company's 2010
results.  The independent auditors noted that of the Company's
recurring losses from operations and lack of sufficient working
capital.


* IRS, Like Everyone Else, Can't Foreclose FCC License
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that not even the federal government has the right to
foreclose a broadcast license granted by the Federal
Communications Commission, U.S. District Judge Sean McLaughlin of
Erie, Pennsylvania, ruled on Sept. 30.

The case, according to Mr. Rochelle, involved the Internal Revenue
Service and a lien it held against a radio station for unpaid
federal taxes.  When the IRS sought to foreclose on the FCC
license, the dispute was referred to a U.S. magistrate judge, who
concluded that the government, not being the same as an ordinary
lender, should be permitted to foreclose.

Judge McLaughlin, the report relates, refused to adopt the
magistrate's recommended ruling.  Instead, he precluded the IRS
from foreclosing.  Judge McLaughlin noted in his opinion how no
federal court has ever held that a secured creditor can foreclose
an FCC license.  Accordingly, he ruled that the federal government
can't either.  Courts are split with regard to liens on FCC
licenses.  Some hold that the license itself can't be a lender's
collateral while other courts say it's permissible to have a lien
on proceeds when the license is sold.

The new case is U.S. v. Corry Communications, 10-13, U.S.
District Court, Western District of Pennsylvania (Erie).


* Negligent Infliction of Distress Can Be Dischargeable
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a state court judgment for negligent infliction of
emotional distress does not automatically entitle the injured
party to a ruling in bankruptcy court that the debt isn't
discharged in bankruptcy, according to a Sept. 30 opinion by
U.S. District Judge Lawrence E. Kahn in Syracuse, New York.

According to the report, for the debt to be non-dischargeable, it
had to result from a "willful and malicious" injury.  Judge Kahn
explained that under New York law, the plaintiff was only required
to show that the action "unreasonably endangers the plaintiff's
physical safety or causes the plaintiff to fear for his or her
physical safety."

Since the plaintiff wasn't required to show willfulness or
maliciousness in state court, Judge Kahn, Mr. Rochelle relates,
said that the pre-bankruptcy judgment was by itself insufficient
to result in an automatic ruling of non-dischargeability.  Judge
Kahn sent the case back to the bankruptcy court for trial where
the injured party had to show that the emotional distress was
"willful and malicious."

The case is In re Chaffee v. Chaffee, 10-1136, U.S.
District Court, Northern District New York (Syracuse).


* Sam Alberts Joins SNR Denton's Bankruptcy Practice as Partner
---------------------------------------------------------------
SNR Denton announced on Oct. 4 that Sam Alberts has joined as a
partner in its Restructuring and Insolvency practice in
Washington, DC.

"Sam is a respected restructuring lawyer, and his addition will
enhance our bankruptcy practice and the firm.  Throughout his
career, he has established expertise in several key industries and
sectors, including health care and finance," said Fruman Jacobson,
chair of SNR Denton's Restructuring and Insolvency practice.
"Sam's representation of government agencies and strong industry
relationships will enable us to provide even more comprehensive
client service in our Public Policy and Regulation practice and
Government sector."

Mr. Alberts joins the firm from Dickstein Shapiro LLP, where he
was a partner.

Mr. Alberts has significant experience in complex domestic and
cross-border business and government-related restructurings and
bankruptcies.  He has represented debtors, creditors, committees,
trustees, sovereigns, nongovernmental organizations, landlords and
purchasers of distressed assets in all phases of reorganization.
Mr. Alberts is an experienced litigator with trial experience in a
variety of business related matters in state and federal courts.

"I am eager to begin working with SNR Denton's first-class lawyers
and professionals," said Mr. Alberts.  "The firm's global platform
and respected restructuring practice will improve the work I do
for my clients."

Mr. Alberts earned his J.D., with honors, from George Washington
University and his B.A., cum laude, from New York University.

Mr. Alberts complements a group of more than 70 new partners,
counsel, principals and senior advisors who have joined SNR Denton
worldwide since the combination that created the firm a year ago.

                         About SNR Denton

SNR Denton -- http://snrdenton.com/-- is a client-focused
international legal practice delivering quality and value.  The
firm serves clients in key business and financial centers from
more than 60 locations in 43 countries, through offices, associate
firms and special alliances across the US, the UK, Europe, the
Middle East, Russia and the CIS, Asia Pacific and Africa.  Joining
the complementary top tier practices of its founding firms --
Sonnenschein Nath & Rosenthal LLP and Denton Wilde Sapte LLP --
SNR Denton offers business, government and institutional clients
premier service and a disciplined focus to meet evolving needs in
eight key industry sectors: Energy, Transport and Infrastructure;
Financial Institutions and Funds; Government; Health and Life
Sciences; Insurance; Manufacturing; Real Estate, Retail and
Hotels; and Technology, Media and Telecommunications.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------

Oct. 14, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     NCBJ/ABI Educational Program
        Tampa Convention Center, Tampa, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. __, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     International Insolvency Symposium
        Dublin, Ireland
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 25-27, 2011
  TURNAROUND MANAGEMENT ASSOCIATION
     Hilton San Diego Bayfront, San Diego, CA
        Contact: http://www.turnaround.org/

Dec. 1-3, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     23rd Annual Winter Leadership Conference
        La Quinta Resort & Spa, La Quinta, Calif.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 3-5, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        Grand Hyatt Atlanta, Atlanta, Ga.
           Contact: http://www.turnaround.org/

Apr. 19-22, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Annual Spring Meeting
        Gaylord National Resort & Convention Center,
        National Harbor, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Southeast Bankruptcy Workshop
        The Ritz-Carlton Amelia Island, Amelia Island, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 2-4, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Mid-Atlantic Bankruptcy Workshop
        Hyatt Regency Chesapeake Bay, Cambridge, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

November 1-3, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Westin Copley Place, Boston, Mass.
           Contact: http://www.turnaround.org/

Nov. 29 - Dec. 2, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Winter Leadership Conference
        JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 10-12, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        JW Marriott Chicago, Chicago, Ill.
           Contact: http://www.turnaround.org/

October 3-5, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Marriott Wardman Park, Washington, D.C.
           Contact: http://www.turnaround.org/



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2011.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


                  *** End of Transmission ***